Growth
by RenkonNairu
Summary: -Sequel to Roots- Between that thing with Cooper and the fiasco with the Rooters, the Tennyson/Levin families barely had any time to relax enough to process events. Now things have calmed down and Devlin and Kenny are beginning to realize that they're not fine.But no matter what happens, this is a time for personal growth.
1. Aftermath

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

(A/N: This fic is a sequel to one of my other Ben 10 fics, "Roots". Which is in turn a sequel to my first Ben 10 story, "Thorns". I do recommend reading at least one of them first as they all take place along a fanon AU and are a mix of several different series canons. It will make much more sense to you if you read them in order. However, each story is also its own self-contained adventure -rather like episodes in a series. So you can still pick and choose ones to read and -hopefully- not be _too_ confused. Anyway, you have been warned. Enjoy!)

Growth

Chapter One: Aftermath

"Check it out!"

Two students bent over a phone between them, watching a video that had been shared on one of their Spacebooks, or Tumbrls, or whatever social media site they subscribed to. That didn't matter. Devlin only needed a casual glance over their shoulders as he passed by to recognize it as one of the cell phone videos of himself and his father fighting on the soccer field last week. He lowered his head and walked faster, hoping neither of them would look up and notice him.

It wasn't bad enough having a pariah like Kevin 11,000 for a father. It wasn't bad enough having Kevin in his life suddenly making things even more awkward for him. It wasn't bad enough suffering almost constant cognitive dissonance between the reputation of what Kevin was supposed to be and the reality of who he actually was. No. He also had to live with every poorly thought action and impulsive mistake his father made from now on shoved back in his face every day by people who were supposed to be his peers!

Kevin was ruining his life!

(And had been ruining it since before he was even born. But that was an emotional crisis for another day.)

And the worst part was, he wasn't even allowed to hate the man for it. Not openly. If Devlin tried to avoid the man, blow him off, or walk away before Kevin had his fill of 'father son bonding' then Kevin would blow his secret wide open. That Devlin hadn't actually been under Servantis' mind control during the whole Rooters fiasco. If that ever came out -forget taking the Psychologicals- Devlin would be kicked out of the Plumbers Pre-Academy program so fast the ink on the REJECTED stamp wouldn't have time to dry.

So he had to play nice with Kevin. Smile at the man that was ruining his life. Call him 'Dad' and let the evil bastard drive his car.

It was kriffing torture!

Kenny was already waiting for Devlin by the school's main gate. Head down, completely absorbed in whatever hand-held game he was playing this time. Devlin tapped him on the shoulder.

"Ready to g-"

And Kenny totally flipped the kriff out.

He jumped back, startled. Dropped his Nintendo 4DS. And sputtered some gibberish before he was able to compose himself and pick his game back up.

That was another thing.

Ever since the Rooters fiasco -ever since Devlin absorbed Kenny's faux-Omnitrix, transformed into a new mutation, went insane, and tried to absorb all of Kenny's life energy- the younger boy was jumpy around him. They didn't have the cool and easy more-like-brothers-than-cousins relationship they used to have. It almost felt like… that is, if Devlin didn't know any better… He would have thought Kenny was _afraid_ of him.

But that was crazy. Kenny and Devlin had been together since forever. They grew up together. They were family. They were best friends. They always had each others backs. Kenny couldn't be _afraid_ of Devlin!

Except Devlin did try to practically _eat_ him back at the Rooters base. Absorb all his mana -his life force. Effectively kill him. That would be both a shocking betrayal and terrifying ordeal. There was no denying that Kenny had a perfectly justifiable reason to be afraid of his cousin.

"Sorry, Dev, I was really absorbed in that level." The younger boy attempted to salvage some dignity. "What'd you say?"

But before Devlin could repeat himself, _his_ car pulled up.

An acid green GTO Judge with black racing stripes. Devlin's car. But Kevin was driving. It was one of his punishments for the Rooters fiasco: no driving privileges; and part of his bargain for Kevin's silence in what really happened: let the man drive it with no protests or fuss. Devlin had to grit his teeth and bite his tongue every time he saw that man sitting in _his_ seat!

Kevin honked the horn twice to get their attention and only succeeded in increasing the number of stairs Devlin got.

Suppressing a snarl, the young Osmosian tried to grab his cousin's hand but Kenny pulled away. He tried to make it look casual. He wasn't jerking away from Devlin, he was adjusting the strap on his backpack. But Devlin wasn't fooled. Kenny was trying to avoid being touched by the Osmosian. After all, if an Osmosian can't touch you, they can't absorb you.

"Looks like Kevin's taking us to Group again." The younger boy hopped over to the green and back muscle car, pulled the door open and claimed the front passenger seat.

Kevin made a face at having Ben 10,000's spawn sitting next to him instead of his own sullen and disgruntled progeny. But Devlin was more concerned with the fact that Kenny appeared to feel safer sitting next to Kevin 11,000 instead of _him_! Kevin had torn through the universe terrorizing planets and absorbing the powers and abilities of 11,000 different aliens. That was way worse than anything Devlin had done! But the defining factor was that Kevin's evil thing happened before Kenny was even born. He knew of it, but was removed from it. It didn't effect him.

What Devlin did, however, was done _to him_. It happened to Kenny directly. There was no way to justify, compartmentalize, brush off, or ignore that.

Suppressing a forlorn sigh, Devlin opened the door to the back seat, sat down, and forced himself to say, "Thanks for taking us to the shrink." A pause. "Dad."

It still felt strange calling him 'Dad' instead of 'Kevin'. The word tasted wrong in his mouth and sounded foreign to his ears. It wasn't a title he ever expected to call anyone by. For the first sixteen years of his life he didn't have a dad and that was what he was used to. Calling Kevin -or anyone, to be fair- 'Dad' just felt wrong.

The drive to their therapist might have been bearable if Kevin didn't insist on attempting to make small talk with him. Devlin would have much preferred to just drive in awkward silence. But, no… Kevin had to insist on trying to get to know his son at every kriffing opportunity. Like doing it at home wasn't enough. It took so much energy not to snap back at the man to just shut-up and leave him alone for five minutes! Jeez!

"So, what's school like, anyway?" Kevin asked as they merged into the usual after school traffic.

"Terrible." Kenny answered for him, once again playing his game and not bothering to look up from the screen.

Reflected in the rearview mirror, Devlin could see that his father was -once again- displeased by Tennyson's offspring inserting himself in place of Devlin. But he didn't comment. Instead he continued. "It can't be that bad. I remember Gwen used to love school! She loved it so much she stayed in it well into her twenties."

"She was working on two separate doctorates!" Devlin snarled. The way Kevin said it, it sounded like his mom was held back or something. Gawd, Devlin couldn't stand him!

The car was filled with a tense silence for a beat.

Then, "What did you do, Kevin?" Kenny asked, voice full of forced chipperness. "Since you never went to school."

Kenny was usually really good at making idle chatter. But Kevin made him feel awkward too. He was new to the family and threw off the dynamic. He was a grown-up same as Dad, Aunt Gwendolyn, and Great-Grandpa Max, but they didn't appear to share authority with him. In fact, the way they acted toward Kevin it was like he had to answer to their authority within the household. But he wasn't on an equal level with Kenny and Devlin either because he was an adult and they were not. Kenny didn't know where Kevin stood within the family and he didn't know how to behave around him because of it.

"Oh, lots of things…" Kevin answered vaguely.

"Like what?" The younger man pressed.

"Well, if you really must know, I was a smuggler, broker, hitter, wheel-man, and grifter." Kevin supplied expecting the boy to be shocked or mortified by his past criminal occupations.

Instead, Kenny said, as if proud of himself, "I know what two of those things are!"

In the back seat, Devlin couldn't help but smack his face with the palm of his hand. To spite the fact that Kenny was only thirteen months younger than him, he still could be such a _child_ some times.

Kevin was also at a bit of a loss. He paused. Then asked, "Which… which are the three you don't know?"

Seriously, how could a Plumber's kid not know what a broker, smuggler, hitter, wheel-man, or grifter were?

"What's a hitter?" Kenny asked.

"Hired muscle." Kevin supplied for him.

"And broker?"

"Middle-man."

"And wheel-man?"

"Getaway driver." This time it was Devlin who answered and he regretted it the moment he saw Kevin smile in the rearview mirror. His evil criminal father was pleased with him knowing that -or maybe just joining the conversation finally. Either way, ugh!

"Or just a driver in general." He elaborated. "Doesn't matter if you're running from the Plumbs, driving to a gig, or back from a deal, every crew needs a wheel-man."

"Ah, so you were Dad and Aunt Gwendolyn's wheel-man!" Kenny smiled, putting Kevin's past occupation in a more positive light. "And this was the car!"

Kevin only nodded.

Devlin wanted to puke.

The car pulled up to the Terran Plumber's Academy office building. While the actual Academy itself was a satellite that orbited the Earth, the office remained rooted firmly to the planet's surface in Bellwood. It was where prospective cadets could enlist, concerned parents could make inquiries and request information, cadets picked up their schedules, or left notice of absences, and -finally- where the Academy sanctioned councilors and psychiatrists held sessions.

Ally -Alan Albright's daughter- was waiting for them outside. She, Devlin and Kenny all attended the same therapy group along with Herminie "Minie" Armstrong -Helen and Manny's daughter- and a senior year Academy cadet named Dylan Billings. All five of them being the children manipulated or just outright kidnapped by Servantis and his Rooters. They all went through the same ordeal, so they all attended the same therapy group.

That, right there, was a true show of just how different the Plumbers were now. Back when Kevin was their age, nobody ever tried to make him, Tennyson, or Gwen attend therapy after any of their insane life-threatening adventures. But then, metal stability of badge holders wasn't really a priority back then. Just getting the job done was the priority. Any lasting effects in the aftermath could be sorted out later. But after Kevin's rampage sixteen years ago, the Plumbers realized that maybe assessing members mental and emotional states was _also_ important.

Hence the kids' therapy. Hence the mandatory psychological tests at the end of every term.

No more Kevin 11,000s. Never again.

Kenny practically jumped out of the car the moment it slowed down enough for him to do so. Kevin's foot wasn't even completely on the break yet. Guess being in the car with not one, but two Osmosians was a bit much for him. Either that or he was just anxious to see Ally.

"Hey!" He rushed up to her. "Been a while!"

"No it hasn't." She snorted, absentmindedly scratching one of her cornrows. She was contemplating shaving her hair again. Summer was almost here and it was getting hot. "We saw each other on Sunday at the Academy. Gawd! Its like I can't get away from you anymore!"

Kenny took her hand in his, closing the space between them. "Or maybe the universe is saying we're meant to be together."

With a scoff, Ally pulled her hand away. "Or maybe we just live on the same planet, attend the same Weekend Academy, and are being forced to go to the same shrink twice every week. Oh! And you're an idiot."

Devlin remained in the car, having a small mental crisis. He didn't want to go to Group and sit in a room while their shrink told them that it was okay to feel bad and that they shouldn't be ashamed because this horrible thing happened, blah, blah, blah. But he also didn't want to stay in the car with Kevin and be subjected to his awkward idea of 'quality time'. The young Osmosian was having a difficult time choosing the lesser of two evils.

"Out of curiosity, you ever talk about me at this thing?" Kevin asked, watching his son in the rearview mirror.

That made Devlin's decision for him. He'd rather sit and listen to a shrink deal out soft-science redirect than put up with Kevin 11,000 try to form some sort of meaningful connection with him. "Can't talk about Group, Dad. Confidentiality agreement. Remember?"

"I thought that was just for the shrink?" Kevin asked, only partially skeptical. Truth be told, he'd never been to a therapist even once in his life and had no idea what it was like or what the rules were.

But Devlin was already out of the car and either didn't hear his question or was ignoring it.

Rolling down the passenger side window, Kevin called after him. "I'll be back to pick you up at five thirty."

"Okay." Kenny answered for Devlin.

"Thanks for dropping them off again, Mr. Levin." Ally waved at him with a smile. Of the three of them, she was the only one who had a truly positive experience with Kevin. After all, he was the one to actually free her and Billings from Servantis' mind control. Sure, her dad still kinda resented him, and everyone else in the universe thought he was the most evil thing since the invention of evil. But, in Ally's one and only first hand experience with the man, Kevin was the hero.

"Let's go." Devlin grabbed the waving girl by her other wrist and pulled her towards the entrance of the building. He tried to grab Kenny to, but the younger boy pulled away. Moving to Ally's other side, he took her other hand.

"The hell is this? An unarmed escort?" She growled at both of them. She pulled her hands away and walked a few paces ahead of them. "Ugh. You're both idiots."

Devlin shrugged. He didn't care, he just wanted to get away from Kevin. Kenny didn't seem to mind Ally walking ahead of him either. She had a very nice backside in his opinion and would not turn down an opportunity to admire it.

"Dude, try not to be so obvious." Devlin hissed at him.

"I am not!" Kenny snapped.

Ally paused to look back at them. Kenny had to flash her a goofy smile to put her at ease while Devlin just shook his head. Sometimes, Kenny was such a helpless doofus.

Billings and Minie were already there when Ally, Devlin, and Kenny entered the room.

"Way to keep the rest of us waiting, Fake-Tennyson!" Billings snapped the moment Devlin entered the room. Dylan Billings was almost eighteen, two years older than Devlin and on the cusp of aging up into the _real_ Plumbers' Academy at Galvan. But to spite the older boy's seniority, Billings and Devlin had been bitter rivals almost from the first moment Devlin entered the Weekend Academy. All because Devlin, in his infinite assertive bossiness, managed to usurp command of a combat scrimmage from him.

"Shut-up, Billings!" Devlin snapped. The feeling of contempt was mutual.

"Ooh, great come back. You sure showed me." Billings scoffed with derision, folding his Necrofriggian wings over his shoulders.

"What? We're not late." Kenny said, looking at his Omnitrix as if it were a real watch that could actually tell the time.

The therapist clapped her hands twice to call everyones attention to her. "All right, everybody, now that we're all here lets settle down."

Devlin quietly took the seat in the circle that was farthest from Billings, expecting Kenny to take the empty chair next to him. But instead, his cousin took the empty seat next to the therapist. Speedy -that is, Herminie- sat next to Devlin with Ally on his other side. Of course Kenny wouldn't sit next to him. Why would he. He didn't sit next to him anymore at breakfast, he didn't sit next to him in the car, hell!, they might still sit together at lunch, but Kenny now seemed to always be sitting just out of arms reach of his older cousin. Ever since Devlin absorbed his faux-Omnitrix and tried to kill him.

The Osmosian tried not to let it bother him. He did a 'bad guy' thing, he deserved a 'bad guy' treatment. Still… he and Kenny had been together for as long as Devlin could remember. He used to think nothing could divide them. That they were closer than blood brothers. Apparently, he was mistaken.

"Before I begin, is there anything anyone wants to share?" Asked the therapist.

"I designed my Hero Uniform for when you finally tell my parents I can beat up bad guys like everyone else!" Minie happily announced. She pulled a folded piece of paper out of her jacket pocket and passed it to Devlin, to pass to Ally, to pass to Kenny, to pass to the therapist.

"That's the Flash's costume, Speedy." Kenny informed the little girl as he passed the drawing to the therapist.

"Its a very lovely uniform design." She said, barely glancing at the child's drawing. "Lets take a moment to talk about this. Most children your age aren't so firm in what they want to do with they grow up. Are you sure you're still gonna wanna fight dangerous criminals when you're older?"

Minie made a face of displeasure. "Yes." She growled. "And don't tell me that that's unusual for a kid my age, either. Plenty of people know what they wanna do when they're really young! My mommy and daddy knew they wanted to fight aliens and protect people when they were kids, now they're both Plumbers! Kenny's dad has been doing the exact same job since he was my age! And Devy's mom too! In fact, Devy and Kenny both also wanted to be Plumbers since forever and now they're going to the Weekend Academy. So stop telling me I'm not gonna wanna beat-up bad guys when I'm old! Its really starting to bother me!"

Always one to support anyone who stuck it to shrinks, Billings offered the little Tetramand-Kineceleran hybrid an approving smile. "Kid, I like you. You can sit next to me."

"I _am_ sitting next to you." The little girl pointed out, still using her annoyed voice.

"Yeah, but now you've got my approval." Billings explained.

Minie gave up and slumped in her chair. There must be something about growing up that turned everyone into feathers-for-brains. Seriously. Every person she met over the age of thirteen was a complete idiot who didn't understand anything and seemed incapable of grasping even the most obvious. How did the world keep turning with morons like this in charge?

After it became apparent that the girl was done, the therapist turned her attention back to the rest of the group. "Does anyone else have anything to share?"

They all remained silent.

"Dylan, have they made in progress in trying to revert you back to full human?" The therapist prompted.

"Bite me." Billings snapped back, ruffling his Necrofriggian wings in irritation. He had a strict 'never be nice to shrinks' policy.

Forcing a patient smile on her face, the therapist decided that if he didn't want to talk, he didn't have to talk and moved on. "Ally, how are you grappling with the issues you mentioned in our last session? Almost killing your friend's father and your own father while under mind-control."

The Pyronite girl drew her legs up and hugged her knees when she said, "Dad and I had a bit of a heart-to-heart about it. Apparently, I wasn't the first time someone he trusted tried to kill him. Apparently, it happens a lot in his circle of friends. He told me not to worry about it, so I'm trying not to let it bother me. Water under a bridge, ya know. Or, at least, water _near_ a bridge."

"Oh? Who else tried to kill him?" Kenny asked, genuinely curious.

Ally just looked at him like he was the biggest idiot in the world and the answer should have been obvious. Who among their parents' friends had a pre-inclination to going crazy and trying to kill one or more of them? When the faux-Omnetrix wielder still didn't seem to get it, her else flicked momentarily to Devlin, then back to Kenny.

"Huh?" He blinked at her a moment longer. Then, "Oh. _Oh!_ Right. They, uh, they tend to do that. But like you said, water near a bridge, right?" To Devlin, "Am I right?"

"Yeah." Devlin croaked, throat suddenly and inexplicably dry. If everything really was all right, all fine and dandy, water under a bridge -or, water near a bridge, then why was Kenny still so hesitant to get near him? Clearly, water _near_ a bridge was not the same thing as water _under_ a bridge.

"He speaks!" The therapist exclaimed. "Devlin, while they've got you talking, is there anything you'd like to share with the group?"

In all their sessions thus far, Devlin had not shared once. He offered snarky remarks or sarcastic commentary, but he did not share any of his own, feelings or fears. But then, how could he when the things he feared was all of them learning that he hadn't really been under the Rooters' control and everything he did at that time was of his own volition? That he was really just as evil and his father was -as everyone else was afraid he would turn out to be. And, because of that, his own father was blackmailing him.

Nope. Devlin definitely couldn't share.

"I have nothing to say." He informed the therapist.

"Surely there must be something you need to get off your chest." She insisted. "You only just absorbed to much energy and lost control recently, what was that like for you. It must be difficult coming to terms in the aftermath. Let us help you."

Devlin did not glance at Billings who looked expectant and smug. Yeah, no. Even if he did want to talk about that -and he did not- Devlin was not about to open up about absorbing Kenny's faux-Omnetrix and expose his weakness right in front of the one person on the Earth who hated him the most. Not a kriffing chance in hell!

"I have nothing to say." The Osmosian repeated.

With a sigh of resignation, the therapist gave up. She didn't get anything out of him before and she wasn't about to get anything out of him now. The boy just seemed determined never to open up. But that just made her more sure of the fact that he needed to confide in _someone_. If not her and the group, then at least someone. A person more experienced than him who could (at least somewhat) understand what he went through. More than a therapist or a support group, Devlin just needed someone to understand him.

"Alright then." She called everyone's attention back to her. "Almost all of you -except for little Minie here- are enrolled in the Weekend Academy. I'm sure you're already aware that your Psychologicals are coming up. Magister Wheels has asked me to assess whether or not you're ready to take them along with all of your peers, or if -given your ordeal with Proctor Servantis and his Rooters- we should postpone them until you've recovered."

This announcement was met with mixed reactions.

"What?" Kenny exclaimed. "So, you're gonna single us out for something that's not our fault!"

Ally looked relieved. She had been waging a small internal battle with herself and her own conscience ever since waking up from Servantis' mind control and actually wasn't sure if she even wanted to be a Plumber anymore. Some extra time before taking the psychological exam and committing herself to another year at the Academy actually sounded nice. It would give her time to reflect on who she was and what she really wanted. "How long of a window do we have to postpone?"

Before the therapist could answer, however, Billings cut in. "I'm just two months away from turning eighteen! I've almost aged up into the _real_ Academy. If our Psychologicals are postponed what happens to my admission? Will I have to wait a whole extra year before I can enlist? You can't do that to me!"

Devlin was the only one to remain silent (-discounting Minie whom had no opinion). Truth be told, he wasn't even sure if he could pass the psychological exam now. Not now that he'd been a bad guy. Take it with everyone else or postpone it, would it even make a difference? The Psychologicals were created for the express purpose of preventing psychopaths like Kevin 11,000 from becoming Plumbers. Now that Devlin had 'Pulled a Kevin' would the test show he wasn't Plumbers material anymore. That he was just as evil as his father.

What could he do?

...


	2. Adjusting to Life

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Two: Adjusting to Life

"The boys have been missing a lot of school these past two weeks." Gwen commented as she ran a finger idly around the rim of her coffee mug.

She, Ben, and Grandpa Max were holding a sort of 'informal meeting' in the living room of the Plumbers Headquarters. They hadn't really planned to sit down and discuss all that happened since Kevin's release from the Null Void. But both Devlin and Kenny were out attending their mandatory bi-weekly counseling session and Kevin offered to drive them. With all three of them out of the house, it was easy to talk openly without having to worry about being overheard and misinterpreted and the conversation just sort of started happening.

"Kenny hasn't been his normal happy-go-lucky self either." Ben added. Normally his son was energetic, optimistic, sometimes a little vapid. But since coming back from the Rooters' base, the teen Tennyson seemed tense and edgy. "Not since Devlin absorbed his Omnitrix."

Gwen nodded. "Devlin's been acting differently too. Nothing really big or significant. I'm sure I only notice it because I'm his mother but… he and Kenny don't sit next to each other at breakfast anymore and he's been spending a lot more time with Kevin. Not that I'm complaining about that!" She added quickly. "I'm glad Devlin is getting to know his father finally. But he was so resentful of him for so long, and so awkward around him when he came back, I just think this new attitude toward his father is very… sudden. Like it happened over night."

"Well, Kevin is the only other person in the universe who can relate to him right now." Ben pointed out in an uncharacteristic moment of empathy and understanding. "No one else has absorbed an Omnitrix, gone crazy, and tried to kill someone important to them. Just them two."

Gwen had to admit that was true and nodded grimly. But even taking that under consideration, she knew her son. Devlin inherited a double dose of stubbornness from both her and Kevin. Even with Kevin being the only person on Earth -or in the known universe- who could understand him, it was still to soon for Devlin to be as chummy with his father as he had become recently. She didn't mention any of this, however. Gwen didn't want Ben to overreact. And considering that Kevin 11,000 was involved, Ben 10,000 would definitely overreact.

"Speaking of Kevin," Max cut in, "what are you and he doing, Gwen? He's got a Presidential Pardon, but that only absolves him of crimes here on Earth. Because of that, he can't go back to being a Plumber. What's he going to do for work? I don't mind you and Ben supporting him while he gets back on his feet, but he can't live off you two forever."

"I've got a five terran bill in my pocket that says he'll be selling contraband tech again by the end of the summer." Ben scoffed.

Gwen wanted to deny the accusation, but she had to admit that her lover didn't exactly have the best track record when it came to staying on the right side of legal when it came to brokering for merchandise. She would be lying if she said it wasn't something she also worried about. But so much had been going on since he was released that there wasn't really any time to stop and actually think about it critically. Truth be told, she still didn't _want_ to think about it critically. Instead, she changed the subject. "Speaking of summer, its nearly the end of term at the Weekend Academy. The boy's Psychologicals will be coming up."

Ever since Kevin's mad rampage sixteen years ago, where he tore through the galaxy absorbing the powers and abilities of 11,000 alien species, the Plumbers changed their regulations about who was allowed to be given a badge and how cadets were to be trained.

Now, a person had to be of the age of majority for their respective race before they could become a Plumber. No more child or teen deputies. Before they reach the age of majority and enroll in the official Academy in the Galvan System, prospective cadets must attend an informal Academy in their home system. No more kids jumping in feet first and falling in over their heads. Finally, along every step of the way, before they could continue to the next term of whatever Academy they were attending and before they could get their badges, all cadets and prospective cadets must take a psychological exam. If they pass, they advance. If they fail, they're out. No more Kevin 11,000s. Never again.

They changed a lot of rules because of Kevin.

"I don't-" Ben hesitated. Then blazed on ahead anyway. Tact never was one of his strong suits. "I'm sorry, Gwen, but… I don't think Devlin's gonna pass this year. Not after the thing with the Rooters. I know he was under mind control and all, and it wasn't really his fault. But he did kidnap Speedy. I know Pierce has him attending therapy with the other kids, but… He probably won't bounce back from that before the exam."

"You think he's gonna fail the Psychological?" Max asked.

Gwen pursed her lips. That was another thing to worry about.

Ben only nodded.

…

"Shot-gun!"

Once again, Tennyson's irritatingly chipper and obnoxiously friendly spawn say in the passenger seat. Kevin didn't say anything and hadn't said anything since he appropriated his ride back from Devlin, but it should have gone without saying that, that seat was reserved for his son! Kevin wanted Devlin to sit next to him in the front seat, not Tennyson's thoughtless and entitled brat!

Kevin looked up at his son's reflection in the rearview mirror. It was clear even to him that it bothered the younger Osmosian as well. Not for the same reason, Kevin knew Devlin had no great desire to be close to him -and that also bothered Kevin- but it was still as plain as day that _something_ about Kenny sitting in the front bothered him. Kevin watched him throw his backpack on the vacant space next to him, slump down in the seat, and stare at his hand, rubbing his thumb over his palm as if remembering the feel of something.

"Ugh! I can't believe they're doing this to us!" Kenny exclaimed as soon as he was belted in. But before Kevin could ask, he continued. "I don't wanna talk about it. Lets just go home."

"This car doesn't move until you're both belted." Kevin announced, still watching Devlin in the rearview mirror.

The younger man lifted his head, as if suddenly remembering that he was in a car and wordlessly pulled the seat belt across his chest. Satisfied, Kevin turned over the ignition and merged into the regular traffic flow.

"So, Kevin," Kenny began. Jezus Christ! Did this kid have to talk to him every time they were in the car? Why couldn't he focus all his attention on that stupid Gameboy and ignore him completely like Tennyson used to do? The apple couldn't have fallen that far from the tree. Why did the brat have to be so friendly? "How many days in a row have you worn that proto-tech armor?"

"Since I got it?" Kevin asked. "All of them."

Because he was done with borrowing clothes from Tennyson, and Devlin was just a little to skinny for Kevin to borrow anything from him.

"Ah." And it looked like the brat was done. Quiet. Not gonna say anything more. Until… "Um, I'm not sure if there's a polite way to say this, but… you stink. Like, badly. You should really get Aunt Gwendolyn to take you shopping. Or just buy something for you next time she's out. Because you smell liked a used gym bag."

In the backseat, Devlin face palmed. He seemed to do that a lot when Tennyson's brat spoke.

Kevin was about to growl out a retort. Decided his language would not be appropriate and instead changed his reply to, "I'll let her know."

"She probably already knows." Kenny continued with absolutely no tact what so ever. "Since, ya know, you two are sharing a room and all. But everyone's been so busy since your release, I just don't think anyone thought to make it a priority. It needs to be a priority."

"Kenny." Devlin cut in.

"Yeah, Dev?"

"Stop talking." Seriously. Devlin was about eighty percent sure his father wouldn't kill his cousin for insulting him, but he could still beat him up pretty bad. Plus, there was still that twenty percent that Devlin wasn't sure about. Kevin was supposed to be a super evil guy. Terror of 11,000 worlds and all. He just might kill Kenny for as slight an insult as saying he smelled. The truth was, Devlin really didn't know. He didn't know his father that well.

"I do shower, ya know." Kevin informed them.

"Yeah, but if you're putting on the same dirty clothes after you shower, its almost the same as not showering at all." Devlin remind him.

With a growl and a sigh, Kevin dropped the issue. They were right. Gwen probably never said anything because he showered right before bed and so was nice and clean when he slipped in between the sheets next to her. But if it was already starting to bother the kids, then it wouldn't be long before it started bothering her too. He needed some real clothes, and soonish.

They drove in silence the rest of the way back to the Plumbers Headquarters that the Tennysons called home.

The boys couldn't seem to get out of the car fast enough. Kevin couldn't decide if it was because he smelled or because they just plain didn't like him still. Either way, he was insulted.

"Alright, I got just enough time to run a mission on League of Legends before dinner! Nobody bother me until foods ready." Kenny was about to sprint out of the hanger, but Devlin put a hand to his shoulder to stop him. The boy jumped. Instantly spinning around to face his cousin. A look of panic on his face for just a second before it was quickly replaced by a smile of forced goofiness. "Yeah, Dev?"

Devlin paused for just a moment before saying what he was going to say. "We, uh, we should probably study." He said soberly. "I don't like school either. But we've been missing a lot of it lately and finals are coming up. That is, unless you wanna be put in summer school."

Kenny grumbled some colorful words under his breath but hefted his backpack on his shoulder anyway. When he left the hanger, it was to the living room instead of his bedroom. Apparently he was taking Devlin's advice. After all, no aspiring hero could afford to be stuck in summer school! Summer was the biggest hero season of them all.

"What was that about?" Kevin asked before Devlin could follow the younger boy out.

"What was what?" The other Osmosian asked in his best 'I don't know what you're talking about' voice.

"Tennyson's kid totally flipped out when you grabbed him."

Damn it! Devlin really wished Kenny hadn't freaked out right in front of Kevin. It was bad enough that he did it at all. The young Osmosian chewed on the inside of his cheek, thinking of a way to explain away Kenny's edginess around him. The real reason wasn't hard to figure out. He had been uneasy and jumpy around Devlin ever since he absorbed the faux-Omnitrix. Absorbed its power. Went crazy. Tried to kill Kenny. Just like how Kevin did, not once, but twice in the past. So, in a way, this was really all because of Kevin. After all, if Kevin wasn't his father, or if Kevin wasn't an Osmosian, then Devlin wouldn't have the powers he had. He never would have done the things he did.

"Gawd, you ruin everything!" He informed the older man and was about to storm out of the hanger. But he paused, remembering his deal with Kevin. He would be more respectful to Kevin, call him 'Dad' instead of his name, spend more time with him, and not storm off like a pissy bitch when he was upset. And in return, Kevin would keep his secret that he never really was under Servantis' mind control. So, while all Devlin wanted to do was stomp off in a huff, he waited. "That is… I mean, uh…"

There was a beat of silence.

"Go." Kevin sighed. "Go do your homework. We'll talk later."

Devlin wasted no time getting away from his father. Kevin sighed and rubbed a hand over his face. Were things with his son really supposed to be this difficult? In all honesty, he really didn't know.

Kevin never really had a stable or consistent father figure growing up. His mother's fiancé bothered him to the point of causing Kevin to run away from home at the age of eleven. In prison he was mentored by another inmate in how to control his powers, but then he died -shot in the back. Tennyson and Gwen's grandfather, Max, didn't start mentoring him until he was already a man. And now, just recently, Kevin learned that the man he _thought_ was his father, the man he thought his mother loved and had died when he was still just an infant, never even _existed_ in the first place.

Kevin didn't have enough _pieces_ of father figured to make one whole one. Because of that, he had no idea what he was doing with his own son.

No matter what Kevin seemed to do, it only succeeded in making the boy resent him more.

With an exasperated sigh, Kevin tried to push it out of his mind by working on the Rust Bucket. The spaceplane had its cockpit blown out two weeks prior in a little altercation with Cooper and the replacement parts only just came in.

It was only after Kevin started calibrating the new steering column that he realized repairing the ship was something he and Devlin could do together. Since they shared a common love of all things mechanical and gained great enjoyment from building or repairing different kinds of tech. Especially hot and fast tech like the Rust Bucket or the car -or, 'Lexie' as Devlin named her. The Osmosian paused in his repairs. He would make the kid do the rest with him.

Kevin went to the kitchen for a beer. It was great that Tennyson kept a healthy supply of cheap, white-trash-quality beer in the house. Cold can in hand, he went looking for Gwen.

She was also in the living room. Reading on her Kindle as a pretext for supervising the boys doing their home work. It didn't take Kevin long to learn that -without a semi-responsible adult to keep them on task- both Kenny and Devlin tended to slack off. Finding any excuse to avoid doing school work until the assignment was past due. Admittedly, these past two weeks, both boys had perfectly legitimate reasons for not having done their homework (or even gone to school in the first place).

But now all the multiple crises were over, Gwen was cracking the whip down on her son and her nephew (second cousin). The boys might not care about their education, but she did.

Devlin kept his head down over his work, but his eyes followed Kevin as the older man crossed the room and flopped down on the couch next to his mother and casually threw an arm over her shoulders. No words or glances were exchanged, but Gwen leaned into him as if it were the most natural thing in the world. As if they'd always been together and he hadn't spent the past sixteen years in prison and she hadn't dated other men during his absence.

With an uncomfortable amount of effort, Devlin forced his eyes back to his math homework. He still wasn't used to his parents being so openly affectionate. In fact, he wasn't used to seeing his mother be so openly affectionate with any of the men she dated -ever. He would be lying if he didn't admit the sight of their casual displays of affection didn't make him a little uncomfortable. Not to mention how unconcerned or offhandedly they discussed their… _not quite so casual_ affection. That made Devlin's skin crawl.

"Hey, Babe, do I stink?" Kevin asked spontaneously.

"You have a 'manly musk' to you." She answered.

That also happened to be when Ben was walking through the living room on his way to the kitchen for a smoothy. "Dude, you are asking the _wrong_ person." He shook his head. "Remember you're talking to the woman who thinks your rancid motor oil and BO stench is an aphrodisiac."

Devlin slammed his calculator down on the coffee table. "Oh, gawd! I did not need to know that!"

All three adults looked at him for a moment, startled by his outburst. As if they were somehow surprised or confused by the fact that Devlin did not care to hear that his mother found his father arousing. As if they didn't understand how hearing -even just an implication- about their sex-life might make him uncomfortable. As if he was supposed to feel bad for thinking the idea of his mother having sex with anyone (but especially Kevin Levin) was gross.

Then they turned their attention back to each other and continued.

"Anyway," Ben shrugged, "how long have you been wearing that proto-tech suit?"

"Since he got it." Gwen answered for him. "Kevin's to stubborn and proud to keep borrowing stuff from you."

"Yet he has no problem living under my roof and drinking my beers." Ben observed as he plucked the open can from the Osmosian's hand and proceeded to take a big swig of it.

"Hey! That's mine! Go get your own!" Kevin grabbed it back.

"I did get my own." Ben informed him. "A whole case of my own." He, once again, took the can from Kevin and exited the living room with it before the Osmosian could steal it back or protest.

Kevin slumped back on the couch with a hmph. Sulking like a child.

"I have some time this friday." Gwen said. "We can go shopping then. Devlin, I want you to come too. You've been ruining a lot of your own cloths recently."

He had been doing a great deal more transforming of late. Every time he transformed into his mutant form, his hulking alien body no longer fit in his human clothing and they always ripped to shreds. Wings and extra arms tearing through shirts. His tail splitting open the back of his pants. Shoes bursting. Yup. He could do with some new clothes almost as much as Kevin.

"But Friday is when we go to the Weekend Academy." Kenny reminded her. And that struck Kevin as odd, because usually it was Devlin that was the first one to cry about being late to or possibly missing his precious Plumbers pre-Academy. "The Psychologicals are coming up."

"Kenny." Devlin cut him off. "Its fine. Remember what we were told at Group."

That their Psychologicals, -Kenny, Devlin, Billings, and Ally's- might be postponed on account of their involvement in the Rooters fiasco.

"And you're okay with that?" The younger boy raised a skeptical eyebrow at his Osmosian cousin.

Devlin said nothing. Just went back to his homework.

"What did they tell you at Group?" Gwen asked.

"Don't worry about it, Mom." Devlin said, not looking up from his work.

"They think we're all still to crazy to take the test after what happened with Proctor Servantis." Kenny explained. "So they're giving us special treatment and postponing our Psychologicals until the shrink says we're all better."

"That's good." Gwen nodded her approval. She had been having her doubts of whether or not her son could pass the psychological exam after basically kidnapping a family friend, absorbing Kenny's Omnitrix, and then trying to kill him. But if the test was going to be postpones, that might just give Devlin the time he needed to bounce back and be his regular self again.

"I don't get what the big deal is." Kevin admitted. "We went through way weirder stuff and a lot more of it when we were you age, and we never got a bit of therapy for it."

Devlin just shook his head at his father. "That explains so much."

…

The morning routine changed slightly now that Kevin was a regular fixture in the household. When, originally, the morning tradition was for Devlin to rise early, put on his karate dogi, and run through a couple sets his with mother. He now rose early, put on his mechanic's jumpsuit or stayed in his pajamas and went to the hanger to either help Kevin repair the Rust Bucket, or take lessons in matter absorption.

This was part of Kevin's master plan of blackmailing Devlin to spend quality time with him. The boy was so active, his schedule so busy that it would have been easy for his son to avoid him if Kevin didn't _force_ him into spending time together. He knew Devlin resented him for it. But what else could he do?

Since Devlin hadn't bothered to change out of his pajamas and grease stains were hard to get out, this morning found them working on matter absorption. Something Devlin found increasingly difficult -bordering on the impossible- to do. Kevin couldn't understand why it was so hard for his son. Devlin was so clever, and so smart, and so well read. He was like Gwen. If Gwen suddenly woke up with Kevin's powers, there was no doubt in his mind that she could and would figure out how to use and master them before the day was ended -without help.

But Devlin seemed unable to.

Kevin didn't know if it was because the boy was sabotaging himself, resisting the lessons, or secretly didn't want to learn Kevin Levin's go-to combat strategy. Or because Devlin literally was physically incapable of absorbing matter. Servantis did say that not all Osmosians had the same powers. All Osmosians were an evolved form of 'supemuans'. Carriers of the OSM-1 gene. But the OSM-1 gene manifested differently in different individuals. There was no reason to assume that just because Devlin was Kevin's son, that Devlin would have all the same powers.

Servantis also said that no other Osmosian would ever be as 'perfect' as Kevin was. But he chose not to pay that any mind. In Kevin's opinion Devlin was more perfect than him, because Devlin came from Gwen and anything that came from Gwen had to be spectacular.

Watching Devlin struggle to absorb something, though…

Sitting on the cold hanger floor, holding a socket wrench in his hands, knuckles white from gripping it to hard, shoulders shaking from effort… Kevin did have to wonder.

Maybe he was just a terrible teacher. It wasn't like he'd ever taught anyone anything before. He didn't know how to teach and he really didn't know how to deal with children either. Maybe it wasn't because Devlin wouldn't do it, or couldn't do it. Maybe it was because Kevin was just the worst kriffing teacher in history or teaching.

After a few more moments of struggling with no results, Devlin tossed the wrench to the side in frustration. "Ugh! I don't understand how you can do this!"

Kevin sat on the floor next to his son and placed -what he hoped- was a comforting arm around the younger man's shoulders.

"So you're not instantly mastering it right way. Its not the end of the world. We just have to figure out what's blocking you and break through that barrier." That was adequately supportive and encouraging, right? Kevin wasn't sure. He'd never exactly done this before. "When I learned to absorb matter, it wasn't in a safe comfortable environment like this. I was in prison and had just reverted back to my human form after my first mutation. I was small and vulnerable and needed a way to defend myself, because -let me tell you- prison guards in the Null Void don't give a flying kriff if you get killed in a riot. I learned out of desperation. You don't have that critical of a motivator."

"Are you saying I'm not motivated?" Devlin stared at him incredulously. "Because, let me tell you, the only powers I have right now are to absorb energy, or transform into a gross, mutated, alien, _monster_! Believe me, Kevin, I'm plenty motivated to learn something else. _Anything_ else!"

"I'm not saying you're not motivated. Just not as motivated as I was back then." The older man clarified. "You don't have the same desperation. Also, the name's 'Dad' to you."

Right. That was a big part of the deal they made. Kevin would keep his secret. Make sure nobody besides them ever learned that he wasn't under mind control, and in return Devlin would spend time with the older Osmosian, let him drive the car, and -most important of all- call his 'Dad' instead of 'Kevin'.

"Sorry, Dad." The younger man lowered his eyes. This was actually a lot harder than he thought it would be. Both the absorbing matter and the being friendly with Kevin. Neither one was coming to Devlin easily. As much as the boy did want to learn to absorb matter and finally have one useful power that didn't change him into a beast, or instill fear in his companions, whenever he was with his father, all Devlin wanted to do was get away. "Would it… would it be okay if we paused here today? Kenny and I need to get ready for school. Finals are coming up and… we've been missing a lot of classes lately."

Kevin sighed in resignation. "Go. School is important -or so everyone tells me. Let me know when you kids are ready and I'll drive you."

Devlin was half way out the hanger before Kevin called him back.

"Uh, Devlin," He hesitated as the boy paused to look back at him. "Tennyson's brat -uh, Kenny- are you two okay? I know you two are close, but it seems like these past few days he's been… tense around you. I'm not good with the touchy-feely _feelings_ stuff, but I have a lot of experience fixing broken friendships. So if there's anything I can do to help…"

The boy's knee-jerk reaction was to tell the older man to go to hell. He only just recently came into his life. It was his fault Devlin had the powers he had. He never would have absorbed Kenny's Omnitrix if Kevin wasn't his father. As far as Devlin was concerned, all of his problems with Kenny were all Kevin's fault. But he couldn't tell the older man to go to hell. As per their deal, Devlin had to -at least make an effort- to be respectful to the older Osmosian.

"Thank you, but no. Kenny and I are just fine."

…


	3. Different and Bad

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Three: Different and Bad

They still ate lunch together.

Kenny and Devlin.

They still sat at the same table. But where Kenny used to sit next to Devlin while they ate, he now sat across from him with the table in between. Across from, and a little to the side so it was more of a diagonal reach between them. That way, if Devlin decided to go crazy again and absorb the Omnitrix, Kenny would have at least a small opportunity to get away.

Not that Kenny actually thought Devlin would do a thing like that again. Of course not! But… it never hurt to be prepared, right? Devlin could have killed him that day at the Rooters' base. Might have actually killed him if it hadn't been for Kevin. Saved from one Osmosian by another Osmosian. Who would have thought?

But then, it seemed like Kevin Levin had been doing a lot of saving people since he got out. He didn't just save Kenny that day, he also saved Ally (and Billings) from Servantis' mind control. And lets not forget the reason he was let out of the Null Void in the first place. To help Devlin and Dad save Aunt Gwendolyn from Cooper after his little emotional breakdown.

Come to think of it, neither Devlin nor Kevin had really forgiven Cooper for that little episode yet, while Dad and Aunt Gwendolyn already seemed to have put it behind them. Water near a bridge. Apparently it was commonplace in their social sphere for friends or allies to go a little nuts and try to kill them every now and again. Kenny had heard the stories, but he'd never actually had to go through being betrayed by a friend -let alone a brother.

Was he being to hard on Devlin? Was he being paranoid?

Dad and Aunt Gwendolyn had already forgiven Cooper and moved on, and Aunt Gwendolyn was the one hurt most by his psychotic break. Maybe he was being unfair to Devlin?

But then, neither Devlin nor Kevin had yet forgiven Cooper and Devlin had also been kidnapped and drugged by the tech-wizard. So maybe Kenny's distrust and _fear_ of his cousin was justified.

Kenny just didn't know. This had never happened to him before and he had no idea what he was supposed to do. How he was supposed to feel. Devlin very well could have killed him that day, and probably would have if the grown-ups hand't interfered. Kenny could very well be dead now, and Devlin could very well still be crazy. For the first time in his life, Kenny was confronted with not only the fact that his cousin was actually a very real danger to him, but was also confronted with his own mortality. He was not untouchable or immortal. And Devlin was not harmless.

"So… are we just not gonna talk anymore either?" Devlin asked suddenly. "Is that what's happening here? If so, tell me now so I can start bringing a book to the lunch table too."

"Huh?" Kenny looked up at his cousin.

Sitting diagonally across the table from him, lunch tray already half empty -huh, a week ago, Kenny would have called it 'only half full'- sitting straight, hair combed neatly and pulled back into a tight pony tail that exposed his shaved sides, and staring a Kenny with earnest, pleading emerald eyes. Eyes identical to his own. The Tennyson eyes. But for the first time, Kenny realized that Devlin wasn't a Tennyson. Though he tried to deny it, Devlin was a Levin.

"Usually at lunch I can't get you to shut-up." Devlin pointed out. "Now all of a sudden you're quieter than me."

"I've just been… thinking." Kenny explained lamely, not meeting the other boy's eyes. He didn't know how to talk to Devlin anymore. There was an awkwardness between them now. Like they were both trying to avoid acknowledging something that was different between them. Something terrible. It was no big wonder what it was that had changed. Devlin tried to kill him. That was it. They both knew it. But neither of them were talking about it.

"About what?" The older boy pressed. "C'mon, Kenny. It used to be that I couldn't get you to _stop_ blurting out every thought you had."

Once upon a time, that was actually true. Kenny did have the habit of vocalizing almost everything that passed through his brain -so long as he was around people he trusted and felt comfortable with. But that was the rub, now, wasn't it. Kenny no longer trusted Devlin. No longer felt comfortable around him. Before they were family. Closer than brothers. Now, he was one of the bad guys. An enemy to be cautions of and keep on your guard around.

"Just… stuff."

"What kind of stuff?" Devlin insisted. "We used to talk all the time. They're postponing our Psychologicals because of this, Kenny. Don't you want to hurry up and have things go back to the way they were before? Before Kevin showed up and started ruining everything."

Except, in Kenny's opinion, Kevin wasn't the one ruining things. Kevin rescued Aunt Gwendolyn, Kevin cleaned out the mind-control that was influencing Ally, Kevin subdued Devlin when he was trying to kill Kenny. From his point of view, Devlin's father was one of the good guys. It was Devlin that was the problem.

But he couldn't exactly say that to his cousin's face.

Kenny cast his brain around for something to say. "How are your lessons with him? Has Kevin been able to teach you how to absorb matter yet?"

Because it would be kriffing fantastic if Devlin had a power other than absorbing energy or turning into a giant mutated alien monster. Kenny used to think Devlin's other form was cool. But after being chased down by his cousin's energy-mad mutation, Kenny was quickly changing that opinion.

"No." Devlin groaned. "He's a terrible teacher. I don't think I'll ever be able to learn anything from him."

"Are you sure?" Kenny pressed. "Have you tried practicing while he's not around? I mean, I know he makes you nervous sometimes. Maybe take what he's trying to teach you and try it on your own. Don't do it the Kevin Way, do it the Devlin Way!"

They lapsed into silence again after that. Devlin, thinking about what Kenny said, and Kenny, relived that the other boy was satisfied with his answer. He didn't know how to tell his cousin -whom up until recently he was closer to than a brother- that he was now terrified of him, thought of him as one of the 'bad guys', and didn't want to be alone in the same room with him.

Kenny didn't know how Devlin would react to an admission like that.

And that worried him.

Kenny just didn't _know_ Devlin anymore.

…

Max found Kevin in the hanger.

Of course he would be.

If neither Gwen nor Devlin were home, and Kevin wasn't raiding the kitchen or taking a nap, then he was working on the Rust Bucket. That was about all he could do, really. Kevin couldn't go back to his old job -his legal old job. Being a Magister ranked Plumber.

The Presidential Pardon Argit gave him, excused Kevin of all crimes committed either on Earth, or against Earth while he was Kevin 11,000. But it did not excuse him of any other crimes committed anywhere else in the known universe, and the Plumbers were an intergalactic organization. So, while he was still among the universe's most wanted, Kevin could not return to his Plumber's work.

And while he wasn't technically under house arrest and did have the use of Devlin's car -uh, his car- Kevin didn't really have anywhere to go. He spent almost twenty years trapped in the Null Void and in that time the world march on without him. All the old places he used to go weren't there anymore, or if they were, they weren't the same. Combine that with the fact that his face was equal parts famous and infamous meaning he got fearful or incredulous looks, or disbelieving stares wherever he went and Kevin quickly realized that he had far more reasons to stay inside than go out.

It was a striking change from the man Max used to know.

There was once upon a time when Kevin Levin didn't care how people looked at him, or what the world thought of him.

That was before he realized that the rest of the world's opinion of him can influence his son's opinion of him, and Kevin wanted Devlin to like him. So he was trying to lay low for a while. It was a move Max would have expected from Gwen -and maybe just a little bit Ben- but not Kevin. It also made the older man wonder of the Osmosian might not also be just a little depressed.

He didn't show it.

But Max still wondered.

He entered the Rust Bucket cockpit and found Kevin laying on his back, his head and half his torso buried under the console in a nest of cables and wiring, a thin layer of what looked like tire rubber covered the Osmosian's whole body. He might be acting slightly out of character for him, but at least Kevin was still smart enough to insulate himself before working with delicate electrics.

The older man cleared his throat to alert Kevin to his presence.

"You need something, Max?" The younger man asked, not pausing in his task.

"Not really." He shook his head knowing Kevin couldn't actually see the motion. "I was just wondering if you had any plans."

"You asking me out to dinner or something?" Asked the Osmosian in a tone that implied a joke.

"No." Max assured him. "I'm asking what you plan to do from here on out. Obviously you want to be present in Devlin's life, and you and Gwen seem to have picked up right where you left off -more or less. But I can't imagine you enjoying living with Ben for very long. And I know your pride won't let you continue to live off them. So, I want to know what your plans are. What are you going to do for income? Will it be legal? How about living arrangements? Have you and Gwen even talked about what you're going to do?"

The honest answer to that question was 'no'. Because neither of them really had the opportunity to calm down long enough to even think about it.

When Kevin was first pulled from his cell in Incarcercon, it was to help Tennyson rescue Gwen. That was all that mattered at the moment and so there wasn't time to consider what might happen after. But almost as soon as that crisis was resolved, everyone got busy again trying to organize and push through his Presidential Pardon. Then, literally the moment that was officiated, Proctor Servantis showed up and started making trouble for everyone. Kevin learned he wasn't really an alien but a mutant Earthling -among other even less appealing secrets- and Devlin was caught up in the conspiracy, along with some of their friends' kids.

There just wasn't time or opportunity to think of things like jobs, moving, or the property market. Such domestic things were irrelevant.

But just because they weren't relevant didn't mean they weren't important.

Kevin paused in what he was doing with the wires and slid out from under the console. Sitting up, the rubber armor faded from his body as he stared up at the older man. "Are you asking me to move out, Max?"

"No." Max assured him. "I want you to take the time you need to get your act together and get back on your feet. But, I also want to make sure you _are_ trying to get back on your feet. You're a brilliant young man, Kevin-" 'young' here was a relative term. Kevin was into his forties now, and Max had to be well past ninety. "-and I know you can do brilliant things. But I also know you have trouble staying… uh, on the right side of legal, lets say. You've been incredibly lucky -your whole life. But after that Kevin 11,000 fiasco, I think your luck is finally running out. That Pardon Argit gave you will probably be your last free pass. You need to stay on the straight and narrow this time. And not just for yourself either. But for Devlin and my granddaughter too."

Kevin was silent a long moment, staring at the paneled floor. Everything Max said was true. That didn't make it any easier to hear.

"I know." He said at last.

"You know I'll help you if you want." Max added. "I think of you as one of my grandchildren just as much as Ben, Ken, or Gwen. A bit of a troubled grandchild, but still mine."

"Thanks, Max." Kevin offered an awkward smile. After the fiasco with Servantis and learning that the man he thought was his father never actually existed in the first place, Kevin realized that Max Tennyson was the closest thing to an actual father figure he'd ever had. "I… I'll talk to Gwen. See what ideas she has."

"Don't rush." Max nodded. "I didn't come in here to try and push you out. I just want you to think about it."

"Okay."

There was a beat of silence in which neither man really knew what to say. Max said all he'd come to say and Kevin was never really one to talk about his _feelings_ , so it wasn't like there was anything he was going to add to the conversation.

Luckily, they were saved from the awkward moment when Max's cell phone began to ring.

"Max Tennyson." He answered while Kevin got up off the floor to consult a technical chart for how the console was supposed to be wired. He scrolled through the data pad, only half paying attention. One ear was piqued listening in on Max's call. "Wait, he did what? Well, is he okay? He is?" And Max tried to suppress a laugh at that. "Okay, I know someone who can help with that. We'll be right over."

He ended the call.

Then turned to Kevin.

"You're not gonna believe this." He said. "But Devlin somehow got himself suck in a locker."

Kevin blinked, startled. Tennyson did say that Devlin was bullied for being his son. But Kevin never would have imagined the kid would allow himself to be stuffed in a locker. The fact that that kind of cliche bull-kriff was only supposed to happen in TV shows aside, the kid knew karate and was perfectly capable of defending himself without resorting to having to use his powers.

"Is he okay?"

"Yes." This time Max could not hold back the smile or the soft chuckles that escaped him. "But he needs you."

…

Kenny was at soccer practice. That meant Devlin was waiting for him on the bleachers, reading his book.

Or rather, staring at the pages of his book without actually reading a word of it.

To many conflicting thoughts were running through his head, preventing him from comprehending a single line of text.

For one, there were his issues with Kenny. They didn't talk anymore. He jumped any time Devlin touched him -even just casually. He always kept his distance from the Osmosian at meals, Group, or in the car.

Then there was Kevin. His father whom Devlin only just met a few weeks ago. All his life, Devlin had been taught that his father was a cruel and evil man. A villain not worthy of affection. But since his arrival, the man had been nothing but affectionate and attentive to him. That is, he was, up until the Rooters Fiasco. As soon as Kevin realized that Devlin had never been under mind control in the first place, he showed his true colors. Gone was the patient, affectionate, and attentive father. Instead he was replaced by a calculating and manipulative con-man.

And Devlin couldn't tell anyone about it without exposing himself. That he kidnapped Herminie Armstrong of his own volition and not under Servantis' control as everyone else suspected.

Now Kenny was suggesting he take the lessons Kevin was trying to teach him and work on them on his own. To take Kevin's guidance as just that, guidance, and develop his own means of absorbing matter. That in and of itself didn't sound like a bad idea. But then, was it really such a wise idea to practice what a villain like Kevin was teaching? Not only practice it, but do so without supervision.

Snapping his book shut, Devlin stood. There was no point in pretending to read. He wasn't fooling anyone.

Coming down from the bleachers, he reentered the hall with his locker and opened the combination lock. The book was replaced in the locker, but he paused before closing it. Staring at the bare metal of the door.

Kevin did say process matter would be easier to absorb than natural matter. Fewer impurities. Fewer things to confuse whatever part of the brain that managed the Osmosian power of absorption.

Kenny did say he should try practicing while Kevin wasn't around. Take Kevin's ideas but try his own techniques.

And it wasn't like he had anything better to do at the moment. Kenny's soccer practice wouldn't end for another half hour. Everyone else not associated with a sport or club had gone home for the day. Devlin was alone in the hall.

Why not give it a try?

Placing his palm flat on the metal locker door, Devlin tried to remember the important parts of what Kevin had been trying to tell him for the past week. Energy and mana absorption came to him so easily and naturally. Like sucking soda through a straw. But for some reason, he just couldn't slurp up matter in the same way. Kevin said he had to feel the small energies within the matter. Like electrons racing around a molecule. But that was crazy. There was no way Devlin could feel that. It was to small. Either Kevin didn't actually know what he was talking about, or else he was a different kind of Osmosian from Devlin.

But maybe there was another way Devlin could do it. Not sensing the energy of electrons racing around a molecule, that was stupid.

Last week, Devlin learned very quickly that different things behaved differently when absorbed. Raw energies like electricity or mana were potent and hit like a cup of coffee sweetened with a 5-Hour Energy. Life energy was more wild and harder to control. It didn't exactly have a consciousness of its own, but it was more 'willful' than raw energy not from a living thing. It was life energy that made Devlin go crazy when he absorbed Kenny's faux-Omnetrix. The life energy of all the aliens he had stored inside it.

It stood to reason that matter absorption would have a different behavior all its own. Maybe the reason he couldn't absorb solid matter was because he was expecting it to be like absorbing raw energy or life energy. But it wasn't either of them. A rock was a rock. And a locker door was cold steel.

Palm flat against the cold steel, Devlin closed his eyes and 'examined' the metal. The texture and harness. It was a thin sheet of stainless steel, dented in places from where heavy text books had fallen against it or students had punched it. The lockers were almost as old at the school was. They had well over thirty years of wear and tear on them.

When Devlin was confident he had a feel for the thing, he tried absorbing it. Not the same way he tried absorbing other matter before with Kevin. Not sucking it up like soda. Matter wasn't as fluid as energy. Instead, he sort of 'massaged' it. Easing the steel of the locker door into something a bit more malleable. Something he could manipulate and absorb. Then, eyes still closed, Devlin felt it!

It wasn't like drinking a soda. It was more like moistening a sponge. He and the matter were filling each other. It wasn't what he expected, but it was a result. And honest and true result. Devlin was absorbing matter!

He opened his eyes…

…and nearly had a heart attack.

He was not absorbing the locker. The locker was absorbing him!

Or, more accurately, since he was just a touch hysterical at the moment, his hand had passed through the locker door. Devlin now stood staring at his had that appeared to just end right before his wrist, and sticking out from the other side of the locker door was the missing wrist with hand attacked. He wiggled his fingers to make sure it really was his hand he was looking at.

His normal, lily white hand. Not an ounce of matter on it. He hadn't absorbed the locker. He had _passed through it_. (Which, if he wasn't so panicked at the moment, he would have to admit was much more accurate to the name 'Osmosian'. Which was derived from 'osmosis', the process by which water -or other things- passed through cell membranes.) But Devlin couldn't appreciate that at the moment. He was to shocked. Instead, he screamed.

He screamed loud!

A loud, primal, almost inhuman cry. A sound that echoed of his monster from even in his human shape.

It brought Kenny and his whole soccer team running to see what the heck had append. Also the school's janitor, and the one lone office employ who was required to stay on campus until all the kids associated with sports or clubs went home. Before he knew what was going on, Devlin found himself surrounded by a semi-circle of people, starring wide-eyed and confused.

"I, uh, I don't know what happened." He said.

…


	4. New and Frightening

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Four: New and Frightening

Kevin thought it was the most adorable thing in the world.

He could not stop laughing as he stared at Devlin, sitting in the school's office, arm half through a detached locker door, glaring up at his father looking all kinds of disgruntled and unhappy.

The locker door was detached by the very accommodating janitor. After that, they didn't really know what to do with Devlin. The school Nurse had already gone home for the day, and even if he was still on campus, what could he do? Take the kid's temperature and let his lay down for fifteen minutes? So, once the door was detached, the Devlin -and Kenny- was marched to the office to wait while the lone office assistant that was still on campus called one of the three names on his emergency contact list.

The young Osmosian was expecting Great-Grandpa Max to show up. He was not expecting him to bring Kevin along.

The older Osmosian lifted Devlin's arm by the elbow, examining the seem where skin met metal. "I've never seen anything like this. Hey, Max, take a picture. Gwen's gonna wanna see this!"

"Can you just fix me so we can go home." The boy growled. He was not finding this situation as amusing as his father was.

Kevin gave both his son's arm and the locker door a more critical examination. It was true what he said, he'd never seen anything like this before. Kevin's experience was limited to absorbing matter into his own body, copying it, and using it to form an armor-like sink over himself. He never even thought about trying to use his powers to _pass through_ solid matter. "I don't know if I _can_ fix you."

The boy stared up at him with the most betrayed expression on his face. You'd think Kevin had just blurted to that he really hadn't been under Servantis' control when he kidnapped Minie. His father couldn't fix him? Well, then what good was he? "Then why are you here?"

"Max said you needed me." Kevin shrugged. He lowered Devlin's arm. "What were you doing when this happened? Were you opening your locker and it just _happened_? Or were you actually _trying_ to go through it?"

"Neither." The boy growled. "I was trying to absorb it."

"I suggested he try absorbing stuff the Devlin way instead of your way, Kevin." Kenny explained. He was still wearing his soccer uniform and hand both his own and Devlin's backpack thrown over one shoulder. "You two might have the same powers, but you've got very different ways of doing things. I thought it would help. But… this isn't what I had in mind."

And the young Tennyson seemed uncommonly disturbed by that. More disturbed than was warranted for thinking he was somehow responsible for his cousin now being stuck in a locker. But like, the idea of Devlin now being able to walk though walls was terrifying. But that couldn't be right. True, Kevin had only know the boy for a little over two weeks now, but he and Devlin were tight. They seemed to have this weird co-dependency thing that -truth be told, actually bothered Kevin a little- but also made them seem closer than brothers. So it couldn't be the fact that Devlin might be able to pass through solid objects that was so disturbing to Kenny. It had to be the idea that Devlin could get stuck in a wall or something. Yeah. That was it.

Kevin looked back at his son. It had been two weeks now that Kevin had been trying to teach the boy to absorb matter and he still couldn't seem to do it. Yet, he somehow managed to find a way to pass through solid matter instead. Well, Servantis did say that the OSM-1 gene manifested differently in different individuals. Two people with the same mutation might have different abilities. In this instance, that seemed very accurate. Kevin could absorb matter and Devlin couldn't. But Devlin could pass through matter and Kevin couldn't.

"Have you tried doing the same thing you were doing when this happened but in reverse?" Suggested the older Osmosian.

"Duh!" Devlin snapped, as if this should have been obvious. He wasn't an idiot. The problem was, he was so shocked, frustrated, and confused that he couldn't concentrate. He couldn't calm down enough to do what he did before.

"Well, talk me through it, then." Kevin suggested. "Maybe I can duplicate what you did."

He wrapped one hand around his son's wrist just below the locker door, and the other hand to the cool metal of the top.

Devlin looked skeptical. After all, if he couldn't absorb matter when Kevin explained it to him, how could Kevin pass through matter when Devlin explained it? Not to mention, Devlin himself still wasn't all to sure how exactly he managed to do this. It wasn't like it was what he was trying to do. It just sort of happened.

"I was thinking about what it felt like when I absorbed stuff." The younger Osmosian supplied, reluctantly. "Different stuff behaves differently when I absorb it. Raw energy like electricity or mana feels strong. Like an energy drink or dark coffee. Its potent and hits hard but it manageable. While,-" here Devlin paused, glanced awkwardly at the office attendant watching them, then leaned in closer to his father so that only Kevin could hear him whisper "- _life_ energy is more wild, harder to control. Overpowering. Almost like it knows it used to be its own thing and recognizes us as predators. It _fights_ against us."

That.

Right there.

That was probably the reason absorbing life energy made Osmosians go crazy. Kevin had just never been able to put it into words before.

Devlin, once again, looked at the office attendant to see if she had heard what he said. It was bad enough that everyone knew Kevin 11,000 was his father. It was worse that Kevin 11,000 was here, at his school, in the office. He didn't need it known that he'd already done one of the things that made Kevin 11,000 so evil -or even that he could do it in the first place.

"And what did the door feel like?" Kevin asked.

The younger man paused again, thinking back to what it felt like when his eyes were closed and he through he was absorbing the locker, not the other way around. "Matter it more passive. Its not fluid like raw energy, and its not feral like-" another glance at the office attendant "-like the other kind of energy. I couldn't just drink it in like I'm used to doing. So I tried to kinda _ease_ it into me. Like a sponge. Guess it went the other way 'round."

"Clearly." Kevin commented. "Alright, lets see if I can figure this out."

Devlin was far more analytical than he was and while his explanations of what different energies and matter felt like when being absorbed, Kevin never really thought about it before. He never really thought about a thing as he was doing it. He didn't break it down and examine it. He just did the thing and it got done. Maybe that was the essential difference between them. Kevin was a doer, and Devlin was a thinker. He was very much like his mother in that respect. It wasn't enough to just be able to do a thing, he had to understand _how_ he was doing. Kevin didn't care so much about the how so long as the thing was done.

He could not pass through solid matter. But he could manipulate it. It was a technique he leaned not long after reverting back from his second big mutation. The one where his body was stuck in a composite form of metal, wood, and Taydenite. That was when he learned to change the shape of his arms, and after he returned to normal, he learned to manipulate objects outside of himself -to a small extent- after absorbing a part of it.

Kevin wasn't about to absorb Devlin. But he could absorb the locker door he was stuck in.

Taking a bit of the metal into himself, just enough to cover his hands up to the wrist, Kevin tried to soften the metal of the door enough to ease his son's arm out of it. It was a little difficult. At the seem where flesh met metal, it sealed like Devlin and the door were fused together. Harder to separate. But Kevin pulled the surplus bits of metal out of his son, rather like he absorbed the surplus energy of Kenny's faux-Omnitrix out of him after the Rooters fiasco.

When it was done, Kevin held the locker door in one hand and Devlin's wrist in the other.

"Wha'd'ya know." He smile. "That wasn't to hard after all."

…

It was the only thing anyone talked about at the dinner table that night. Devlin's new power to pass through solid objects.

The young Osmosian tried to remind them that he had done it by _accident_ and wasn't sure if he could replicate the process. There was no point in jumping to the conclusion that, that was something he could do on a regular basis now.

But nobody seemed to listen to that. They were all to thrilled that he finally had a power that he could appreciate. Something that didn't turn him into a giant monster or require him to absorb energy. That was what he always wanted, right? Devlin should be thrilled. He should love it!

Kenny hated it.

It took every once of limited self-control he possessed not to stand up and shout. Yell at them that they were idiots. This wasn't a good thing. This made Devlin more dangerous. It wasn't enough that now he could absorb the Omnitrix. Absorb all the powers and abilities of the aliens in said Omnitrix. Could absorb all the life out of them if he tried. But now he could _walk through walls_ too. Not even a locked door could stop him.

What was to stop Devlin from coming into Kenny's room at night while he was asleep and finishing what he started at the Rooter's base?

Nothing. That's what.

Nothing but Devlin's own inhibitions.

Which, Kenny recently learned, were not as strict as his cousin lead people to believe.

Why couldn't any of the other adults in the family see that? Were they stupid? No. They weren't stupid. They just weren't thinking. They all saw Devlin as family. Nephew, great-grandson, or son. A child. No different from Kenny. Someone to support and encourage. Nurture and help grow. Kenny was the only one who saw him for what he really saw. A predator. Danger personified.

It took every ounce of strength Kenny had not to blur it out at the dinner table. That Devlin should be watched, not encouraged.

And it kept him up at night.

Sitting up in bed. Knees drawn up to his chest. Blanket held up to his chin. Eyes focused on his locked bedroom door.

Kenny had never locked his bedroom door before. Not even when he was masturbating. He just put a sock on the knob and was left alone. No lock required. But for the first time in his life, he actually used the tiny latch attacked to the knob and locked to door. Not like a lock could do anything anyway. Not now that Devlin could just walk _through_ it as if it wasn't even there.

What could Kenny do?

If Devlin did come for him in the night, what could he do to protect himself? If Devlin absorbed the faux-Omnitrix again, then he would have the advantage. Kenny could fight back. And eh could try and run away. But Devlin would overpower him. Or catch him. Just like he did on the Rooters' base. Then Devlin would absorb _him_. All of him. Absorb him until there was nothing of Kenny left. Just an empty, lifeless body.

Kenny looked down at his wrist. Taking his eyes off the door just long enough for an idea to occur to him.

But if Devlin didn't absorb the faux-Omnitrix, then he wouldn't have all those extra powers. Sure, he would still have his regular mutant form, and be able to absorb energy, and now pass through walls. But -discounting that last one- Kenny knew how to handle all of those. He and Devlin had been together for as long as he could remember. They grew up together. Kenny lean red about Devlin's powers right alongside Devlin himself. He may not share any with his older cousin, but he knew as much about them as if he did. So long as Devlin didn't get the Omnitrix, Kenny could evade him long enough to get to help. Dad, or Aunt Gwendolyn, or even Kevin. After all, it was Kevin that saved him from Devlin on the Rooter's base.

(What did it say about them that Kenny felt he could trust Kevin 11,000 now more than he could trust Devlin whom he used to view as a brother?)

Once again taking his eyes off the door, Kenny focused on his watch. Accessing the little amount of Master Control his father allowed him access to, Kenny unclasped the watched and slipped it off his wrist. If he wasn't wearing it when (if) Devlin attacked him, then Devlin couldn't absorb it. And if he hid it, then Devlin couldn't find it and absorb before coming to eat him.

Climbing out of bed, Kenny picked a dirty sock up off his bedroom floor and stuffed the faux-Omnitrix inside. Then he wondered what he should do with it now.

He couldn't just throw it in his closet. Grandpa Max or Aunt Gwendolyn went through his room periodically to collect his dirty laundry. It wouldn't do if one of them pulled out the sock and found the Omnitrix. They'd take it straight to his father. Tell Ben that he wasn't wearing it anymore -and Kenny had never taken it off since he got it when he was ten years old. That would then raise the question of why he wasn't wearing it anymore. Then Kenny would have to explain that he was terrified of his cousin absorbing it again and took off to keep it out of the Osmosian's reach.

As nice as it sounded to come clean to Dad and Aunt Gwendolyn. Bear his soul of all his newly arisen fears abut Devlin. Make it someone else's problem and bask in the security and protection of his elders.

But Kenny knew that would just cause more problems than it would solve.

He had to handle this himself.

Somehow.

That meant hiding the Omnitrix in a place where someone in the house hold couldn't just stumble upon it casually. Kenny flicked the lights on and glanced around his room. His eyes falling on his mess of game console and corresponding video games. He almost never played the X-Box One anymore. Not since he got the Wii-finity. Crossing the room, Kenny tipped the X-box on its side and pulled out the hard drive. There was just enough space where it went to stuff the sock in.

Kenny hid the Omnitrix in the game console and set it back down in a way that concealed the missing hard drive. The hard drive itself, he tossed under the bed. It wasn't like there was any important information on it still. Just Halo. Nobody played Halo anymore.

That done, he turned the lights back off and crawled back into bed. He was back in bed, but he still couldn't get to sleep. Kenny had to laugh ruefully at the irony of his situation. It used to be, that when he couldn't sleep, he would go one door down the hall and crawl into bed with Devlin. When he had a nightmare, after a scary movie, when he was feeling sad, or just plain couldn't sleep, Kenny never asked to sleep with his parents (back when they were married), or his dad (after the divorce). He always went straight to Devlin. Hide under the blankets next to his giant monster-body. Safe and protected.

But not this time. This time Devlin was the thing he needed to be protected from.

…

The next day, it was all anyone talked about at school.

Having the entire soccer team witness your arm being shoved though a locker tended to do that. Add that to the fact that everyone there had their phones, and the entire student body now knew that Baby 11,000 got a new power.

Some people thought it was kinda cool. "He's like Shadow Cat! We've got a superhero going to our school!"

Others were not so impressed. "We've always had a superhero going to our school. Kenny Tennyson, remember? Devlin Levin's more likely gonna be his arch nemesis. Our resident super villain. Even his name sounds like a bad guy! 'Devlin', it sounds almost like 'devil' come on!"

Devlin tried to ignore them. It wasn't anything different than what he'd been hearing almost all his life. As soon as he gained a human form and was able to attend public school with Kenny, he heard people whispering about him. That his father was evil, so he must be evil. His mother named him 'Devlin' because his father's the Devil. Watch out or he'll absorb you! Devlin liked to think that the gossipers had lost interest him him by the time he got to his Junior year.

But between his father being newly released from the Null Void, that little altercation on the sports field last week, and not this. it seemed he was a hot topic once again.

To make matters worse, this time around he didn't even have the protection or support of Kenny. His cousin was still aloof and distant from him. Just like he had been ever since they came back from the Rooters' base. Devlin would have thought that yesterday's incident would have shocked Kenny out of whatever funk he was in and the younger boy would rise up and come to his aid. That was what always happened in the past.

Kenny had an almost fanatical obsession with protecting Devlin. Ever since the first day they attended school together and the teacher paused in roll-call. Stumbling over the name 'Levin' as if it were a dirty word. It didn't take the class long to figure out why. It was the digital age and every 10-year-old had a cell phone. A quick Google search of the name 'Levin' and suddenly everyone knew who Devlin was. That was when the bullying started.

It went on for days. But Devlin didn't say anything. Never complained, or cried to his mother. Because he was afraid she would overreact and pull him out of school. Return to having him home schooled instead. Locked up in the Plumbers Headquarters all day where it was safe. Safe, yes. Free? No. So, Devlin endured the name calling and taunts. His supplies being stolen, or his back pack being thrown in the trash. Because as terrible as the other kids were, Devlin wanted to stay with Kenny. Wanted to go to school with Kenny. Be a normal kid, like Kenny.

And Kenny wanted Devlin to stay too. Wanted him to stay in school, but hated watching him be bullied every day.

One day after school, Kenny snapped.

Using the faux-Omnitrix his father gave him, the younger boy transformed into one of his aliens and came to his older cousin's defense. He beat up the two kids who had thrown Devlin's backpack in the trash and then closed the lid when he climbed in to fish it out. Beat them up perhaps a bit harder than he should have. It was as Kenny was helping Devlin back out of the dumpster that a teacher showed up and saw the other two boys crying and bleeding on the ground.

Parents were called and punishments were dealt out. But since that day, Kenny had always been Devlin's self-appointed protector. His champion that fought for his honor and shielded him from the things that hurt him.

But that all changed after the Rooters fiasco.

Now Kenny didn't seem interested in helping Devlin at all. Now Kenny was keeping his distance. It was like now, Kenny was _afraid_ of Devlin.

After all, his father was evil. So Devlin must be evil too. Right?

At least, that was the mentality.

But Kenny was always different. Kenny was family. Kenny was his cousin. They grew up together -closer than brothers. Devlin used to think he and Kenny would always be together. They completed each other in way no one else could. Kenny was light-hearted, empathetic, and compassionate. Devlin was cool, studious, and logical. Together, they made a perfect team. Complementing each others strengths and compensating for each others weaknesses. Perfect.

But it looked like that was over now.

Kenny had become just like everyone else.

As Devlin watched the younger boy climb into the passenger seat next to Kevin, he wondered if he might have actually killed his cousin after all. Not killed him in the literal sense, obviously. But killed something in him. His carefree and trusting nature, maybe. Or his gentle heart that kept him kind and allowed him to make friends easily. Or maybe it was just their relationship that he killed. Devlin didn't know. But Kenny was not the same and Devlin didn't recognize this new man his cousin was turning into.

Distant. Alone. Frightened. He wasn't Kenny anymore.

…


	5. Friendship and SUpport

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Five: Friendship and Support

This time it wasn't just Devlin who was stoically silent during Group. Kenny was also uncommonly quiet.

Not that he was particularly talkative during Group anyway. But he certainly wasn't silent and Ally didn't even know he knew _how_ to be stoic.

Nobody really seemed to like sharing during Group. Everyone except Ally seemed stubbornly resistant to the therapist's prodding questions, or constructive suggestions. But Kenny usually answered questions when they were directed to him and even offered up a tidbit of information here and there that wasn't asked for. But today, he seemed to be channeling his inner Devlin and sat in silence with a Batman-style grimace on his face. When a question was asked to him directly, he took a page out of Devlin's book and simply replied with, "I have nothing to say."

The fact that, that was also Devlin's answer to every question the therapist asked him made it a very monotonous Group session indeed.

Everyone was relived when their time was up and they could all go their separate ways.

Ally grabbed Kenny's arm once they were out of the building. "Are you okay? You're not your usual idiot self."

Devlin paused long enough to give them a quizzical glance, but moved on to give the couple their space. He stood near the curb, waiting for Kevin to come and pick them up. Poor Devlin. The loss of his car and subsequent loss of his independence must be really frustrating for him. Ally could sympathize. She didn't know what she would do if her dad took away her truck. People their age needed their own cars.

"I'm not? Oh." Kenny blinked at her as if she had somehow startled him out of a moment of deep thought. Ally didn't even know he was capable of 'deep thought'. Kenny put on a wide smile that didn't quite reach his eyes. "Sorry. Things have just been a little crazy lately."

"I know. I was there." She reminded him, thinking he was talking about the Rooters. "Things were really crazy right after Devlin's dad got Pardoned."

"Yeah. That." Kenny avoided eye contact, casting his gaze instead to the side. His eyes falling on Devlin, arms crossed over his chest, tapping his foot on the pavement. Impatient to get away from Group, even if that meant haven to sit in the car with Kevin.

Suddenly, Kenny didn't want to go home with Devlin anymore. There was just something about being locked in an inclosed space with him that made Kenny incredibly uncomfortable. Kevin would be there too, obviously. He was their driver. And Kenny -for the most part- trusted the older Osmosian to subdue Devlin and protect him if the need arose. After all, it was Kevin that originally saved him from Devlin back at the Rooters' base. Kevin was kinda Kenny's hero.

But he was also Devlin's father and also an Osmosian. He could also, just as easily, take Devlin's side and help the younger Osmosian kill Kenny too. Kenny still didn't know why Devlin seemed to focus exclusively on him once he went crazy. Logic would dictate that -as an energy crazed Osmosian- Devlin should have locked on to the strongest source of living energy. That would have been Aunt Gwendolyn and her Anodite mana. But he didn't go for her. He went for Kenny. And only Kenny. And no one knew why. That also bothered him.

Couple that with Devlin's new ability to pass through solid objects and Kenny was very, very uncomfortable with his cousin. He did not want to go home with him.

"Ya wanna grab a smoothy?" Kenny asked suddenly, returning his attention to Ally.

"Huh?" She blinked at him.

"I'm sick of all of this kriffing doom and gloom stuff." He explained. "The shrink telling us its okay to cry and asking us about our mothers. The Academy postponing our Psychologicals because we're 'emotionally distraught'. I'm over it. Lets go have some fun. You and me! I'll buy if you drive."

"What about Devlin?" Ally asked, nodding her head to Kenny's older cousin who still stood waiting for his father to come pick them up.

"He's got Osmosian training to do with Kevin." Kenny supplied. It wasn't exactly a lie, it just wasn't what was likely to happen once they arrived home. "He doesn't need me underfoot bothering them. Besides, when was the last time you and I hung out just the two of us?"

"We've never hang out, just the two of us." She informed him. Any time they did hang out, it was the three of them. Kenny, Ally, and Devlin.

"All the more reason to!" Kenny insisted.

She raised one dark eyebrow, but agreed anyway. "Alright. But just so you know, this sounds suspiciously like a date."

"Fine. Then you can drive _and_ pay for your own smoothy." Kenny shrugged. Then he called, "Hey, Dev, I'm gonna take off with Ally. Tell Dad I'll be home late."

Devlin looked surprised, and for a moment, Kenny wondered if he was going to object. No, you can't go with her. You belong to me! But he didn't. Instead, the Osmosian lowered his eyes and muttered, "Have fun you two." Then added, probably meant to be teasing, though it came out deadpan, "Make smart decisions."

It was only after Ally's beat-up pick-up truck pulled out of the parking lot that Kevin pulled the GTO up to the curb where Devlin waited.

"Where's the other one?" Kevin asked as Devlin threw his backpack in the back seat.

"He and Ally are going on a not-date." Devlin informed his father. "Remind me when we get home to tell Uncle Ben that he'll be home late and that he shouldn't worry. Uncle Ben's a worrier where Kenny is involved."

Ben's absentminded spawn and Alan's daughter? That was not a match Kevin would have imagined. But he didn't really care all that much either. So he shrugged his indifference and decided to take advantage of the other boy's absence. "Why don't you sit up front with me?"

Devlin paused. "Are you actually asking a question, or is that a command?"

Kevin made a face of annoyance. "Come here and sit next to me for the eleven minutes it takes to drive back to Plumbers Headquarters."

"Fine." With a huff, Devlin slammed the door to the back seat and climbed in the passenger side instead. He buckled his seatbelt and crossed his arms over his chest. Everything about his posture expressing annoyance.

With a shrug, Kevin shifted gears and pulled out into traffic.

"So, how was Group?"

"Same."

The older Osmosian sighed in resignation. It seemed, even after Devlin's breakthrough with his powers yesterday, he was still resistant to letting his father in. To opening up to the man and letting him help. Because if Devlin actually unclenched long enough to let his father in, they just might actually get to know each other and bond. Heaven forbid that ever happen!

"So, I've been thinking about your new ability." Kevin announced as he merged into the left lane to make a turn. "Servantis said that different Osmosians have different powers. But all our powers have to somehow relate back to the process of osmosis, otherwise why would he call us 'Osmosians'. I can absorb matter and copy it to make armor, and you can pass through matter. Osmosis."

"That's not actually what osmosis is." Devlin informed him. Real osmosis was when molecules from a solution passed through a cell membrane in order to equalize the levels of said solution on either side. "And I'm not even sure I can pass through solid matter. What I did yesterday -it was an accident. A fluke. There's no reason to just automatically assume I can do it again. I don't even know what I did the first time!"

"Well, then I guess we know what we're gonna be doing when we get home." Kevin grinned. "We're gonna work on developing your new power and I'm not letting you go until you can both reproduce what you did yesterday, _and_ get yourself out of it on your own."

Devlin made a face of displeasure. But offered no argument. So long as his father continued to keep his secret about never being under Servantis' mind control, Devlin would have to do whatever the older man wanted.

…

"This feels weird."

It didn't take Ally and Kenny long after sitting down with their smoothies and chili fries to realize that neither of them really knew how to hang out together. Not when it was just the two of them. They were used to having a third person there to balance the conversation. They were used to having Devlin there.

"Only because we're thinking about it to much." Kenny insisted. "Its only as weird as we let it be. So lets not be weird!" A pause. He sipped his smoothy. "So… so, you're thinking about quitting the Academy? Why?"

"You're kidding, right?" She shot back, running her fingers between the tight braids of her corn rows. "I almost killed my dad. And your dad! If Kevin hadn't stopped us -I would have!"

Kenny wanted to argue that she _didn't_ and that made all the difference, but that would have made him a hypocrite. Because Devlin almost killed _him_ , and if Kevin hadn't stopped him, he _would have_. Same situation, different faces. If Kenny was willing to brush aside Ally's fears, misgivings, and _guilt_ with so casual an excusal, then he should be willing to do the same for Devlin. But he wasn't.

Instead, he changed the subject.

"Ya know, when I was younger. Back when my dad first gave me my Omnitrix, he let me and Dev come with him on missions some times. I used to think it was so cool and we were so grown-up. Doing real hero work next to a real hero!" He smiled ruefully, stirring his smoothy with his straw. "I didn't realize until the Rooters thing that the missions he let us come on probably weren't really all that big a deal. Just easy, safe, little cases he could take kids along on and not have to worry. If it really was dangerous, my mother probably would have sued for custody."

He paused again, suddenly remembering that his mother was now dating Ally's father. According to her, they had been together for roughly two months now. That would just make thing even more awkward between them -if they derailed their conversation to discuss the remote but still very possible prospect of them becoming siblings. Instead, Kenny steered back to his original point.

"But that thing with the Rooters wasn't safe. My dad could have died, your dad could have died, _I_ almost died. It wasn't like the cute little missions my dad would take me on as a kid. It was _real_! And it opened my eyes. Made me realize that what I thought I knew about the world might not be true and people aren't who I thought they were."

"Exactly!" Ally nodded, taking his hands in hers.

To spite the fact that she'd just been holding a cold smoothy, her hands were hot against his skin. Ally always felt so much warmer than the average human, and Kenny had to focus to fight the blush that wanted to sneak onto his cheeks at the contact.

"Its not what I thought it would be at all!" She agreed. "Its dangerous and scary! And people surprise you. My dad always used to tell me how terrible Kevin Levin was and that I should always be carful around Devlin because while he might be my friend now, he could turn at the drop of a pin. But Kevin was the one to save us in the end! He cleaned my head of the mind control and saved everyone. Kevin Levin is a hero, not a bad guy."

"I… I agree." Kenny reluctantly admitted. Because it felt strange to admit that one Osmosian was a hero while the other tried to kill him. "He saved my life too."

There was a pause.

Ally withdrew her hands and took a slow sip of her smoothy. She looked her friend up and down.

Finally, she asked, "How are you two, really? You and Devlin. I know at Group you both insist that you're fine. But you're not fine. You two used to be attached at the hip. Now you never sit together. You don't even make eye-contact a lot of the time. Hell! We're here sharing smoothy's and he's not here sharing one right next to us! What is going on between you two? I know something's wrong. I'm not our bone-head shrink. I _know_ you two. So, don't you date lie to me."

Kenny was silent a long moment.

A long moment.

He stared into his smoothy cup for one… two… three beats.

Kenny hadn't said it out loud yet. Not to anyone. Not to Dad. Not to Aunt Gwendolyn. Not to Dev. And especially not to their useless shrink. For some reason, he felt like saying it out loud would make it more 'real'. Right now it was just an irrational fear. A night terror. Something that kept him up at night but wasn't really a real threat. Like being afraid of the dark. But if he said ti out loud… if he admitted that his cousin scared him… Then it would solidify. Become real.

…and he would never be able to take it back.

"You do know us." He nodded. "You've known us since forever and… I'm not gonna lie to you, Ally. I should probably go home now. You don't have to drive me if you don't want to. I'll find my own way."

Kenny stood to leave.

Ally shot to her feet and grabbed his wrist to keep him from leaving. "Now wait just a-"

But she froze mid sentence. There was something off about his wrist. It felt naked. Like something that had always been there that she stopped paying attention to was suddenly absent. She lifted her hand to look at the tan-line that marked the place where a watch had once been. No… not a watch. The Omnitrix! The faux-Omnitrix his father gave him. Kenny wasn't wearing it anymore!

"Kenny… you're not wearing your-"

"Don't worry, its safe." He assured her, pulling his arm back. "I took it off so that it wouldn't get absorbed again. Its hidden in a place no Osmosian will look."

She just stared at him. "You took it off because of Devlin?"

Ally liked to think of herself as a smart person. But for some reason she was having trouble working through Kenny's logic. He took it off so that it wouldn't get absorbed again? He hid it where no Osmosian would look. But the only time it was absorbed was by Devlin when he was under Servantis' control along with her and Billings. The only Osmosians they knew about that might be in a position to absorb the Omnitrix were Kevin and Devlin.

Kenny and Devlin had been so distant lately…

…they never sat together anymore… rarely made eye-contact…

…Kenny was avoiding the older boy…

It came to Ally slowly because she couldn't believe it. Devlin and Kenny had always seemed so solid. Inseparable. Closer than brothers. They had always been together. Always had each others backs. Kenny used to like to boast that he was Devlin's own private protector. That Devlin was _his_. (Which, truth be told, Ally found a little creepy at times.) The whole reason Kenny enrolled in the Weekend Academy was because Devlin did first.

But now it seemed… "Kenny, are you- are you _afraid_ of Devlin?"

And just like that, it became so real.

So true.

"He can walk through walls now." And Kenny's voice just might have cracked into a sob when he said that. "Kevin's been trying to teach how to absorb matter, so that he won't have to transform or absorb… other stuff. But he can't absorb matter. Instead he learned to pass right through solid stuff. Not even a locked door can stop him now, and… and he's already absorbed my Omnitrix once before and tried to kill me. He tried to _kill_ me, Ally! Dev tried to kill me! My Dev…"

Ally closed the space between them as Kenny began to cry. This was not what she had expected.

She was honestly expecting the distance she saw between them to be of Devlin's doing. Feeling guilty over what he'd done or tried to do while under the Rooters' control, he would try and distance himself from the people he hurt or tried to hurt in an effort to distance himself from the event entirely. It was what he did with his father before Kevin was released. Distance himself from the image of Kevin 11,000 and by extension the terrible things he did. It was Devlin's coping technique. Push it away.

But that wasn't what was happening at all! It wasn't Devlin pushing Kenny away. It was Kenny running away from Devlin!

That was not what Ally was expecting.

She rubbed circled in Kenny's back while he quietly sobbed into her shoulder. In all honesty, Ally had no idea what to do. If it had been Devlin pushing Kenny away, she could have helped. Goodness knew she had been helping Kenny mediate Devlin's multiple insecurities and complexes for as long as she'd known them. But Kenny being afraid of Devlin? That was a new animal entirely. It was such a strange and outlandish idea that she never even would have imagined it. Kenny couldn't be afraid of Devlin. Devlin couldn't hurt Kenny. He was far more likely to hurt himself first.

"Hey, hey." She soothed. "Its okay. I know it was scary. But Devlin was under mind control back then. Just like I was. He's back to his normal self now. So there's no reason to worry. You're over reacting over nothing."

Kenny raised his head. Wiping his eyes, he looked at her skeptically.

She smiled back at him reassuringly. "Devlin loves you, Kenny. Probably more than he loves himself. So, I bet you he's just as torn up inside about what happened as you are. You should talk to him about it. Work through this together. This might even make you closer than you were before."

A feat Ally didn't think was possible without the two of them fusing into the same body. Now _there_ was a mental image!

"I don't think I can…" Kenny admitted. "Everything's so different."

"Look, if you want someone there for moral or emotional support, I'll come with you." She promised. "We've been friends since forever -all three of us. I don't like watching you two like this any more than you enjoy being like this. I miss your normal moronic self and his snarky sarcasm. Or if you don't want me there, ask someone else. Talk to Kevin! Since he saved us all in the first place, he would understand. Hell! He's done the same thing Devlin did. So he can understand both sides. Talk to Devlin and ask Kevin to mediate for you."

Ally's opinion of Kevin was apparently a bit higher than Kenny's. Sure, he agreed that Kevin was definitely the hero of the Rooters adventure. Sure, Kevin wiped out the mind control. Sure, Kevin saved his life when Devlin was chasing Kenny down to suck the life out of him. But, Kevin was also Devlin's dad and -on a daily basis- showed an obvious bias in favor of his son. So how much of an impartial mediator could Kevin be? Really?

"Thanks, Ally. I'll think about it." Kenny told her. "I'd like to go home now."

…


	6. Bad Guy, Not

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Six: Bad Guy, Not

To spite the breakthrough of discovering a new ability, Devlin was still resistant to Kevin's lessons. (Admittedly, Kevin both never taught anyone anything before and didn't know how, and had absolutely no experience with Devlin's new power. But he didn't think those were the reasons.) The boy had been consistently reluctant to take instruction from his father almost from the moment Kevin was released from the Null Void.

It was at the point now where Kevin's notoriously short patience was run out.

"Alright. That's it." Kevin moved the plasteel panel that was originally meant for the Rust Bucket out from between himself and Devlin. The boy had been glaring at it, one hand pressed to its smooth surface for almost fifteen minutes now and Kevin was done. "I get why we never made any progress with absorption now. But this is something we both already know you can do. Why are you fighting it?"

The younger man glared back at his father, a snarl quick to his lips. "I'm not fighting anything. I told you I wasn't sure if I could do it again. It was an accident before. Believe me, I would love to have a power that isn't _yours_!"

Kevin grit his teeth at that. So, it all came back to that. To the fact that he did a bad thing way back when Devlin was a baby. He was Kevin 11,000, Terror of the Universe, and Devlin didn't want to associate with him. "Well, I've got news for you, kiddo. I might not be able to pass through matter like you can, but that power still came from me!"

" _I know!_ " Devlin spat back.

There was a pause.

So, it wasn't that Devlin wanted a power that Kevin didn't have. It was that he wanted a power that didn't come from Kevin. Had nothing to do with Kevin 11,000 at all. Even if Devlin could absorb matter and pass through walls, he still wouldn't be happy because while those abilities weren't negative, they still came from his father. Came from Kevin 11,000.

"Okay. Fine. I get it." Kevin growled. "You don't want anything to do with me. Then why have I been trying to train you these past few weeks? What have I been waisting my time for?"

"I donno. You're the one who's making me do this! So you tell me." The younger Osmosian snarled back at his father.

"Excuse me, I thought you wanted to learn this." Kevin reminded him. After all, Devlin was the one to ask him for lessons in matter absorption after they rescued Gwen from Cooper. Before Kevin even got his Presidential Pardon.

"Maybe I did at first. But I changed my mind." Devlin informed him. "The only reason I've still been doing this with you is because you're _blackmailing_ me! You're blackmailing me to spend time with you, Kevin. How the kriff do you honestly expect to do any sort of real father-son bonding if your constantly threatening me to spend time with you? All you're doing is making me hate you more! Its not enough that everyone at school thinks I'm the next great evil because I'm you're son, but now Kenny is avoiding me because of you!"

"So there _is_ something going on between you." Kevin nodded. It was plain enough to see. Sure, he hadn't known either boy very long. But up until Servantis showed up, Devlin and Kenny seemed almost like twins. Inseparable brothers. Always together. Joined at the hip, almost. Truth be told, Kevin thought it was a little weird. But that wasn't nearly as weird as suddenly and abruptly seeing the two act the exact opposite. Now Tennyson's kid was skittish and jumpy around Devlin, didn't like to be touched, rarely showed his back to the older boy, and now never stayed in the same room with him alone. "I offered to help."

"If there's a problem between Kenny and me, its your fault!" Insisted the younger man. "I never would have absorbed his Omnitrix if I wasn't your son!"

"Ugh. Not this shit again." The older man groaned. "That's right. All your problems are my fault. You're mother got sick when she was pregnant because you're my son. You have no friends because you're my son. You absorbed Tiny Tennyson's Omnitrix and tried to kill him because you're my son. When are you gonna stop lying to yourself? Because I'm getting real sick of always being your scapegoat all the time."

" _You're_ the bad guy!" Devlin insisted.

"That's right, I'm the 'bad guy'! But, if your problems with Tennyson's kid aren't your fault, then you must be the idiot." Kevin informed him, icily calm. "That's the only explanation I can think of for why you would absorb Kenny's Omnitrix when you _know_ what absorbing that much power does to Osmosians like us. Everyone else might be willing to believe that Servantis made you do. They all think you were under mind-control same as the other kids. But I was in your head, Devlin. I know. So who are you lying to here? Me? Or yourself? Because one of us certainly _is_ to blame for your issues with your cousin, but its not me."

They lapsed into silence.

Kevin crossed his arms over his chest, watching his son digest his words.

Devlin looked at his boots.

Everything Kevin said made so much sense and sounded so right. But how could it be when Kevin was the one saying it? He was a bad guy. Kevin wasn't just a bad guy, he was the bad guy that Devlin was related to. The bad guy that shamed Devlin his whole life. Prevented him from forming friendships outside the family or his mom and uncle's small group of friends. Gave him the monstrous form he was born in, causing him to stay hidden away in the tower for most of his young life. All those things were definitely Kevin's fault. Most of the bad things in Devlin's life were because of his father. He was so used to blaming his problems on the man that at some point he just decided that all problems were because of Kevin.

And that worked for Devlin.

At least, it worked back when Kevin was still stuck in the Null Void. Back when he was just a name and a vague idea of a person.

Now Kevin was out and about. Showing Devlin who he really was and what he really wasn't. Reaching out. Trying to form a connection. Wanting to help his son grow. But also not willing to put up with any of Devlin's teen angst and melodrama. Sure, he was absent from most of his son's life. Sure, his reputation might have caused problems in his social life. But that didn't mean Kevin was okay with being blamed for every jar of pickles the boy couldn't open. There came a time in a boy's life when he had to grow the kriff up and start taking responsibility for his own damn mistakes.

"What do you want me to do?" Devlin asked finally.

"Well, what do you want?" Kevin countered.

The boy looked up, frustrated and angry. "You're the one who's blackmailing me, Kevin. Sorry, _'Dad'_! So what do _you_ want me to do?"

With a sigh of frustration, Kevin ran a hand through his long dark hair. He placed both hands on his son's narrow shoulders. "Devlin, I'm not gonna tell anyone Servantis couldn't control your mind. I'm not gonna do that to you. I just… I just wanted you to make time for me. The only reason Tennyson didn't throw me back in the Null Void after we rescued your mom was because you said you wanted me here. But almost as soon as that happened, you changed your mind and started avoiding me again."

He had been under so much pressure lately. Between all the excitement these past few weeks, his mother's kidnapping, the Rooters fiasco, all the problems between him and Kenny. It was so much strain on Devlin. Now Kevin was offering him a branch of empathy and he just broke. The younger man's voice cracked. "I just… I don't know you, Kevin!"

And he began to cry.

It was the second time Kevin saw his son cry. The first being in the Null Void chamber the day Tennyson was going to send him back. The boy broke down into tears and confessed that he didn't want Kevin to go. He did want the chance to get to know his father and to learn more about his powers.

Devlin liked to present a strong and confident front. Calm and independent. But Kevin was beginning to realize that his son was actually a lot weaker and more fragile than he let on. Self-conscious and insecure.

Hands on the boy's shoulders, Kevin pulled his son into a tight hug. "You could have spent these past few weeks getting to know me."

"But you're a bad guy!" The younger man sobbed into front of his proto-tech armor, his dirty, week and a half by this point, unwashed proto-tech armor.

"Last week, so were you." Kevin reminded him. "Devlin, look at me. Morality isn't as clean cut and neat as you seem to think it is. There're shades of gray in everything. You want to be a Plumber so you can help people and show the world you're not evil like me. Fine. But to do that, you joined an unsanctioned black ops unit, kidnapped your friends, and almost killed your cousin. Your reasons might have been good but your actions were very, very bad. I was the same."

Devlin pulled away enough to wipe his eyes and blink up at his father.

"I cannot begin to tell you how relieved I was when you were born." Kevin explained. "Gwen would get healthy again and all our problems would be over. But then they cut you out of her and you looked the way you did and- and- christ, Devlin! Gwen won't remember this, she was to doped up at the time, but the doctor tried to kill you! Right then and there! If I hand stopped her…"

The older man paused, rubbing his face with one hand as if doing so could wipe the memory away.

"Tennyson pulled me off her but that wasn't the end of our problems. Your Pyronite arm was always setting things on fire. Between your extra arms, your tail, and your wings nobody could find clothes for you. Shit! You were born with _teeth_! For the first few days Gwen had no idea how to even _feed_ you! I thought it was all my fault since sit was my mutation you inherited. So I set out to fix you. I remembered an old enemy we fought once -Osmosian, like us- who made it all the way to the Forge of Creation to absorb a Celestialsapien. Celestialsapiens are practically gods. If I could absorb one of them I would been able to fix you. Give you a normal human form… So, I left. I stole all four pieces of the Map of Infinity… I did almost everything Aggregor tried to do back when I was your age. I did lots of bad guy things. But I did it all for my son -for you, Devlin. So don't you dare tell me you don't wanna get to know me because I'm a 'bad guy'. I became a bad guy again for you."

A silence stretched between them.

It lasted for one… two… three beats.

Then, Devlin fidgeted from foot to foot. Chancing hesitant glances up at his father but not quite meeting the older man's eyes.

"Earlier you offered to help me with Kenny." He began, hesitant and unsure. "Would you… Is that offer still open? I don't want Kenny to hate me anymore, and- -and I think I'm ready to stop hating you too." A hesitant smile. "After all, you saved Kenny from me. If it weren't for you, I wouldn't even have him anymore."

Kevin smiled down at the boy. Suddenly feeling like he'd made more progress with his son in this one conversation than he had in the weeks he'd been free. "Like I said, I've got lots of experience fixing broken friendships."

…

Ally didn't drive Kenny home right away.

They drove around in her truck for an hour or two to give Kenny time to calm down and recompose himself. He didn't want to go home with red, puffy eyes, looking like he'd been crying. Someone would end up asking him what was wrong and not leave him alone until e told them something. He didn't want to tell his dad or Aunt anything. So they just drove around for a bit.

Ally didn't agree with his strategy. After her mother passed away, she and her dad told each other everything. When Kenny and Devlin weren't available, her dad was her best friend. Of course, he wasn't talking to her as much since he started dating Kai Green. But then again, there were some things about Alan's relationship with Kenny's mom that Ally just did not want to know. And if not wanting to talk was anything like not wanting to hear, Ally could understand Kenny's decision. She didn't agree with it, but she understood.

There were some things a person just couldn't talk about with their parent.

She pulled her truck up to the Plumbers Headquarters main entrance at street level. Ally's truck wasn't a hover vehicle, so she couldn't fly him up directly to the private hanger used by the family.

"Thanks, Ally. I needed this." Kenny climbed out, but didn't go immediately into the building. Instead he paused, leaning back in through the open passenger window. "This, you and I hanging out without Dev, was it really that awkward?"

"Only at first." She assured him.

He nodded. "Okay, 'cause- My mom's doing on dig on your dad's land right now, right? I… Dev and I usually spend summer vacation with her as part of my custody agreement. But with Kevin out, he and Dev will probably do their own thing, so it'll just be me going to my mom. If Mom's gonna be at your dad's then… you and I are gonna be hanging out a lot together. Without Devlin."

Ally blinked at him. She hadn't thought of that. Oh, god! It was already happening! She and Kenny were becoming like siblings. If they had to spend the summer together… without Devlin there to get in the middle… their friendship would never be the same! "Well, you better not hog the bathroom all the time. That's all I gotta say."

"Fine. And you better not leave your girly things out where I can find them. That's all I gotta say." He shot back with a playful smile.

It was good to see him smiling again. Like he was getting back to the old Kenny she was used to. The goofy doofus, with a light heart, who found humor in almost everything. That was the Kenny that Ally liked. Not this mopey, brooding, anxious worrier he had become. Mopey and brooding was Devlin's _schtick_. It did not suit Kenny well.

"I'll see you at the Academy this weekend." She waved him off.

"You're still going?"

"At least until the end of term."

He smiled and stepped away from the truck so she could pull back out into traffic. "Then I'll see you there."

Kenny watched her go until she turned a corner and the old red pick-up was no longer visible. Then, with a sigh, we went inside.

It wasn't really all that late. But it was past dinner time. That meant that everyone was doing their own thing and no two members of the family were in the same room. Grandpa Max was in the Null Void chamber, monitoring the controls. Aunt Gwendolyn was in her library, looking up… something that had to do with her High Magus work. Dad was in the kitchen, making a smoothy of his own -lemongrass, kale, mango, and chili. And Kevin, Kenny ran into in the hall.

He was just stepping out of the steaming bathroom, having just finished his nightly shower. A towel wrapped around his waist, wet hair plastered to his neck and back, barefoot on the paneled floor. Seriously, to dude needed to go shopping. Get a robe and some slippers. Kenny wondered if he should give the man a shopping list for when Aunt Gwendolyn finally took him out.

"Oh." The older man came up short, suddenly finding the hallway blocked. "Hi. So, did ya get lucky?"

"Lucky?" The kid blinked at him, not quite understanding. "No. The only useful Luck feat is Fortuitous Strike, and even then only if you need to reroll an attack or damage roll. Its better just to build-up your Speed or Charisma stats."

"Wut?" Now it was the older man's turn to blink in incomprehension. "How old are you, again?"

"Fifteen." Kenny answered dutifully.

For some reason Kevin looked skeptical. As if he didn't believe that Kenny had actually reached puberty, let along was almost done with it. Not if he didn't understand an obvious (and common) sexual innuendo. But then again, since Kevin had been out at least, Devlin didn't appear to show any interest in girls either. Maybe it was just a symptom of the new generation. Jeez. Kids these days with their angst, and their self-pity, and their melodrama, and their scapegoating… They had no time for puppy love or dirty mindedness.

"Anyway, glad you're back. Tennyson was ready to have a _kanipshin_ if you didn't call in the next ten seconds."

"He does that." Kenny agreed.

There was an awkward pause. Kenny still hadn't figured out how to talk to Kevin. He was so casual and laid back, almost like a big brother. But he was older than Dad, that definitely made him a grown-up. So, how was Kenny supposed to talk to him? Like an equal, or like a superior?

"Well, I'm soaking wet and would kinda like to get to my room." Kevin informed him.

"Right." The boy nodded.

"You're in the way." The older man barked.

"Oh! Oh, right!" Kenny hopped to the said so that Kevin could pass by. He was almost at Aunt Gwendolyn's bedroom before Kenny stopped him again. "Uh, Kevin? I, uh, I don't think I ever thanked you." The boy began hesitantly. "For saving my life, I mean. From Devlin. After he… after he 'pulled a Kevin'. He could have killed me and the only reason he didn't was because you stopped him. You saved my life. So, thank you."

For a second, Kevin looked like he had no idea what he was supposed to say. He must not get thanked that often. Either that, or he still hadn't figured out how to talk to Kenny either. "Don't mention it."

He turned the bedroom door handle.

"You, uh-" Kenny began again and this time, Kevin definitely looked annoyed when he turned his attention back to the boy. But Kenny refused to be discouraged. "You've been doing a lot of saving people since you got out. You saved Aunt Gwendolyn, you saved me, you saved Ally and Billings. You're actually a hero, Kevin. I know they say you did terrible things before. But, I just want you to know, I don't think of you as one of the bad guys."

The older man stared at him. As if disbelieving. As if it was utterly and completely incredible that, not only did someone not think of him as a bad guy, but that that someone was Ben Tennyson's immature and naive offspring. Kevin cleared his throat. "Well, I'm glad someone does."

He opened the bedroom door and disappeared inside.

Kenny wondered if he should have asked Kevin for help with Devlin. But, he reflected, ambushing him in the hall when he's soaking wet and wearing nothing but a towel probably wasn't the best time.

...


	7. Perception Shifts

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Seven: Perception Shifts

Standing by the car, his school bag over one shoulder, Devlin suffered another moment of sudden indecision.

After his discussion with Kevin last night, he was finally ready to start trying to look beyond his father's wicked past and get to know the man. He was finally ready to try being comfortable enough to sit in the front passenger seat next to him on the ride to school. But, at the same time, Devlin really wanted to sit next to Kenny. That could only be achieved in the back seat where there actually were two seats next to each other that weren't already reserved for the driver.

Not that Kenny would even sit next to him in the first place.

Kenny hadn't sat next to him since they came back from the Rooters.

What was the point?

From the driver's seat, Kevin sighed, "Well, come on. Its not brain surgery."

"Hey, I'm having an existential crisis, okay!" The boy snapped back. "Cut me some slack. This may seem silly to you, but its important to me. I want Kenny to like me again. Kenny's always's liked me. I seriously cannot remember a time in my life without him and the fact that he hates me now really, really bothers me."

"And this is preventing you from getting in the car, because…" The older man prompted, only pointing out the absurdity of Devlin's indecision. "Look, I said I'd help, but -speaking from experience- this isn't the sort of thing that can be fixed by an eleven minute car ride. Just sit next to me, Tiny Tennyson can ride in the back and when I pick you up from school later we'll all sit down and talk about our _feelings_."

The last word was said as if Kevin didn't actually feel confident in his ability to mediate between his son and Tennyson's boy. Truth be told, while it was true that Kevin did had plenty of experience with mending broken friendships, he did not have much experience with actually _talking_ problems out. He was really more of a hands-on kinda guy. A real 'just fight and get it over with' type. Most of his broken friendships were mended through violence. Fighting their problems out, or teaming up against a common foe and being reminded of how well they worked together, or why they became friends in the first place. That was how Kevin fixed his friendships. He really had no idea how he was going to fix Devlin and Kenny -short of having the two beat the crap out of each other.

But he promised the kid he would. So he would try.

"Its Friday." Devlin reminded him. "Mom's taking us shopping after school."

"Tomorrow, then."

"I'm still going to the Weekend Academy." The younger Osmosian shook his head again. "Even if they are postponing my Psychological, I still have to finish the term."

"You're really not making this easy for me." Kevin huffed, leaning against the steering wheel.

Devlin opened his mouth to say something else, but that was the moment Kenny sprinted into the hanger. Backpack over one shoulder, a slice of toast clutched between his teeth, while his hands were occupied stuffing an abused textbook into his bag.

"Your shoelace is untied." Devlin observed, and without even thinking about it, he knelt down to tie his cousin's errant lace for him.

But Kenny pulled his foot away and took a half-step back. Freeing one hand to take the toast out of his mouth, he said, "Don't worry about it, Dev. I'll tie it in the car. I can tie my own shoelaces, ya know. I'm not five anymore."

Shoving the toast back in his mouth, Kenny moved around Devlin and opened the passenger side door. Throwing his backpack down, he plopped down next to Kevin and propped his foot up on the dash to tie his laces. Kevin looked at the sneaker tread up on the dash as if it were the most offensive thing in the world. Then he noticed the crumbs from the boy's toast that were quickly sprinkling all over the front seat.

"You are spot-detailing this car later." He growled. Then, to his son, "Devlin, your incidental crisis is over, get in so we can go!"

"Existential." Corrected the younger man and he climbed into the back seat with a dejected sigh.

…

School went as to be expected. It was the last day of the second-to-last week of school. That meant that every class was spent reviewing for Finals, or listening to lectures on academic integrity and why they shouldn't cheat on said Finals. Neither Devlin nor Kenny paid much attention. Public school had never been very big on either of their priorities list. Kenny would accept his Ds and Devlin would take his Cs, both knowing that they were bound to a higher calling -out among the stars, as Plumbers.

They were just waiting out the time until they each turned eighteen and aged-up into the real Plumber's Academy at Galvan.

That was assuming they passed their Psychologicals, of course. Which was, in turn, assuming they were even allowed to _take_ their Psychologicals in the first place.

Kenny poked at his food over Lunch and stared at Devlin from across the table. The older boy was likewise ignoring his own food, instead, distracting himself with reading. Since their conversation the previous day, the Osmosian started bringing a book to the lunch table as well as the breakfast table. Since it seemed they really weren't talking anymore. Kenny hesitated, thought, pulled a sheet of notebook paper out of his bag.

"I, uh, I made a list in history." He said, sliding the paper across the table. "For Kevin. Of everything I think he needs. Just things I've noticed might make living with him less awkward -like a robe for when he gets out of the shower, or slippers. Maybe a hairbrush. I mean, I know he's a grown-up and should already know what he needs. But unlike shirts and underwear, a robe is kinda something a person buys once and keeps until it falls apart around them. So, he might not think about it."

Devlin looked up from his book, first glancing at the folded piece of paper, then at Kenny.

"I just… thought it might help." The younger boy explained. "I wanna try and help Kevin get back to whatever he considers a 'normal' life. He saved Ally and Speedy from Servantis and he saved me from-" an awkward pause in which both boys made uncomfortably guilty eye contact "-and he saved me too. I wanna do something for him, but I don't know what, so… This is kinda it."

Reaching his hand across the table, Devlin took the paper. Kenny pulled his hand away before the Osmosian even got close to him. Devlin paused, looked at his cousin, but said nothing as he folded the paper smaller and slipped it his jeans pocket.

He looked at his hands. Then back up at Kenny. "You know… I'm not gonna try and absorb you. Not again. I- I don't know what I was thinking then. When I absorbed your Omnitrix. I just- -wanted to win…"

Kenny blinked, putting his own hands under the table. It had been several days already and Devlin hadn't yet seemed to notice that the faux-Omnitrix was absent from his wrist. Kenny wanted to keep it that way, at least as long as possible. "Why'd you wanna win so badly?"

"I donno." Devlin groaned, running a hand over his hair in sudden frustration. His pony tail flopped askew. "I guess… I just- Its hard to explain. After Kevin got out and everybody started falling into this sort of 'routine' like he'd always been there, but you and I didn't exist back when they established their routine and -I guess I just wasn't sure of my place."

Kenny thought about that for a moment. It wasn't all that different from his dilemma of trying to figure out what exactly Kevin's role was in the family. He didn't have the absolute authority that Dad, Aunt Gwendolyn, and Great-Grandpa Max had. But he clearly wasn't on the same level as himself and Devlin either. Kevin was Unquantifiable and hard to understand. That made interacting with him uncomfortable and awkward. But that was all it was. Uncomfortable and awkward. Those weren't reasons to go nutty, kidnap a family friend, absorb an Omnitrix, and try to kill a person. Kenny raised a skeptical eyebrow, waiting for Devlin to continue.

"Obviously, since Mom and Kevin are my parents, the role I should fall into would be Kevin's adoring son. But I don't wanna be Kevin 11,000's son. I've never wanted his shadow hanging over me. I could be Ben Tennyson's nephew, striving hard to live up to his uncle's shining example. But that would just be exchanging one shadow for another. And, Kenny, you can't deny that your dad casts an equally long shadow."

That was sure true. He knew that better than Devlin did. The great Ben 10,000 was a high expectation to live up to.

"I guess I just didn't want to live in anyone's shadow anymore and I thought I should go to any lengths to achieve that." Devlin looked down at his hands. "Guess all I really did was prove just how much like Kevin 11,000 I really am."

"T'ch, not really." Kenny scoffed.

Devlin looked up, something akin to startled hope in his eyes. Was Kenny finally extending an olive branch of peace? Offering the comfort and support he'd been so needing recently. "You don't think I'm like Kevin?"

"No." The younger man shook his head. "Kevin went crazy and did crappy things for selfless reasons. He was trying to save the life of his son-" a pointed glare at Devlin "-or, at least, improve the quality of life for his son. When he was at the Rooters' base, he absorbed my Dad's Omnitrix to save his son _again_ , not to mention Speedy, Billings, and Ally! Kevin might do bad things every now and again, but he's -essentially- a good person. _You_ , on the other hand are a self-centered, egotistical ass, with a paradoxical case of a superiority complex _and_ an inferiority complex and you do bad things for bad reasons!"

Devlin's face fell. "Kenny, you can't… you don't mean that."

Kenny stood. "Actually, Dev, I do."

"Kenny, you've known me all my life." Devlin also stood. "You know I'm not a bad guy! You know, I-"

"Except _you were_ a bad guy!" The younger boy snarled back. "Almost two weeks ago by now! You kidnapped Speedy, and you tried to kill me! You tried to kill me, Dev! What the hell! I thought I knew you! I've known you all my life. I never thought you'd betray me! But you did! You betrayed me, you betrayed Speedy, you betrayed _Ally_! You are a bad guy, Dev. That's _exactly_ what you are!"

"You don't mean that." Insisted Devlin.

"Don't tell me what I do and don't mean!" Kenny snarled. "I know my own mind. I know myself a hell of a lot better than I know you, apparently!"

Kenny picked up his backpack and turned to leave. Devlin moved to stop him.

"Kenny, wait!"

" _Don't touch me!"_

Perhaps that was a bit louder than was wise. Everybody on the lunch field within a ten foot radius turned to stare at them. Kenny Tennyson and Devlin Levin never fought. Kenny Tennyson and Devlin Levin were best friends -inseparable. Maybe it was true. What everyone was whispering in the halls. After all, if Kenny Tennyson was the school's resident superhero, then of course Devlin Levin would be his obligatory arch nemesis.

Both boys paused to glance at the gaping faces around them.

Then, Kenny moderated his volume and hissed, "Don't touch me, Dev. I don't want your nasty Osmosian hands on me." At an even lower volume. "-And it has nothing to do with you being related to Kevin."

He turned and stormed off.

Devlin watching his retreating back until Kenny turned and disappeared down on of the hallways, then Devlin looked up to glare at everyone who was still star gin at him. They all suddenly found their own lunches or notebooks rivetingly fascinating. Anything to avoid making eye contact with Devlin Levin.

Taking a deep breath to calm his nerves, Devlin reminded himself that Kevin promised to help him with Kenny. Maybe his help might actually be worth something since Kenny seemed to have some weird respect for the man now. Kenny would come back to him. They would be fine. Telling himself these things, Devlin picked up his discarded book and slipped it back into his backpack. Lunch would be over soon anyway. He should follow Kenny's example and start making his way to his next class.

It wasn't like he had anything better to do.

…

Later, when school finally let out for the weekend, Kenny walked right past Devlin, heading for the bus stop just off campus. Devlin had to sprit to catch up to him.

"Kenny, where are you going?" He demanded. "Kevin's gonna pick us up."

The younger boy shook his head. "No, Kevin's gonna pick you up and then you guys are gonna get dragged around department stores by Aunt Gwendolyn until you collapse. _I'm_ going to the Weekend Academy."

"Why don't you come home with me?" Devlin tried to suggest. "We can go to the Academy tomorrow morning instead."

"No thanks, Dev." Kenny was quite determined. "As you reminded me at lunch, my own Dad casts a pretty big shadow, too. I gotta work hard to live up."

The bus pulled up and without another word, Kenny turned his back on his cousin and got on.

Feeling defeated, Devlin walked back to the front of the school where he saw Kevin was already waiting. Seeing his son, once again, alone and without Tennyson's kid, the older man leaned over the passenger seat to ask, "Tiny-Tennyson and Albright have another date or something? Hasn't anyone ever told that kid about the Three Day rule?"

That second question might have been meant as a joke, Devlin wasn't exactly sure. But he didn't care. Kenny had left him. That was all he was focusing on. Kenny -whom only enrolled in the Weekend Academy because Devlin did- would rather go to said Academy rather than spend time with Devlin. But then, after what he said at Lunch, what could Devlin expect? _'I don't want your nasty Osmosian hands on me.'_

 _"_ No, lets just go." Devlin sat down next to his father.

"As anxious as I am to hurry up and go shopping with your mother-" he didn't sound all that anxious "-Tennyson would probably kill me for real if anything happened to that kid. So, if I'm not taking him home, what's he doing?"

"He's going to the Weekend Academy." Devlin supplied. "Without me."

"You two still not talking, I see." Observed the older man as he pulled out into traffic.

"You have no idea." Devlin groaned.

With a sympathetic sigh that had more than a dollop of understanding, Kevin took one hand off the wheel to pat his son on the shoulder in what he hoped was a supportive gesture. "Look, some relationships are harder to fix than others. It depends on a lot of things. How close you were before. How badly you messed-up to get like this. How much the other person was hurt… Some breaks are harder to fix than others."

"Is this you speaking from experience?" Devlin asked. "Because all of your friends seem pretty at peace with you and your actions. Mom certainly didn't waste any time jumping back into bed with you, and Uncle Ben was the one to suggest getting you out in the first place! Those relationships seemed pretty kriffing easy to mend. Why isn't it the same for me and Kenny? Kenny and I have known each other all our lives! I can't remember a time in my life when Kenny wasn't there. I mean, I know that there was a time before Kenny. I'm a little over a year older than him, so I lived at least one year of my life without him. But I don't remember that. As far as either of us remembers, we've always been together."

Kevin paused to consider that a moment. Then suggested, "You ever wonder if maybe that's why he's taking this so hard?"

Devlin lifted his head to blink at his father.

"The only people who know you weren't under mind-control with the other kids are in this car right now." Elaborated the older Osmosian. (Of course, Hector Servantis also would have known Devlin wasn't under his control, but Servantis was paralyzed from the waist down and confined within a penal hospital, so his knowledge of the fact was immaterial.) "So that can't be why Tennyson's kid is so mad. He's already forgiven Albright's girl and the Billings boy -Hell! He went out on a date with Albrihgt! So they're fairly tight. But not you. The only other thing that makes you different from them is how close you two were before the Rooters showed up."

Devlin thought about that. "And I tried to kill him."

"I imagine Kenny probably thought your bond would be stronger than any mind-control you might be under." Kevin finished. "That's always the way it works in movies and cartoons -two things I've noticed he and his father live their lives by. 'True love' winning over everything else. He probably thinks you don't actually care about him after all."

"But that's not true!" Insisted the younger man.

"I know that. And you know that." Kevin informed him. "But Kenny doesn't believe that anymore. The best way to fix what's broken between you two is to show him how important he is to you."

"How do I do that?"

"T'ch. Hell if I know!" Kevin scoffed. "I just met the brat less than a month ago! Now, this time, I'm telling you to move to the back seat. You're in your mom's spot."

Devlin looked up to realize they had come to a full stop outside of the Magical Control and Regulation Bureau, the building where Mom worked. She was a 'High Magus' ranked sorceress, but her official job was Liaison between the magical community and the Plumbers -since most Plumbers officers weren't equipped to handle magical situations, they outsourced to the MCRB. With a sigh, Devlin unbuckled himself and climbed over the center console to the back seat just was Gwen was coming out of the building.

"You could have used the door, you know." She informed her son as she opened the passenger side door and brushed some shoe marks off the seat. She sat down and flipped open the vanity mirror to look at her son when she spoke. "Alright, so, I know how much you absolutely hate shopping with your dorky old mother, so here's my deal: I buy you one new book for every bag of clothes you have to carry."

"So, our usual agreement, then." Devlin nodded. He could think of a great many books that would feel right at home in his collection.

"What do I get for putting up with shopping with you?" Kevin asked, a suggestive smirk on his face.

"Our usual agreement." Gwen replied, an even more suggestive smirk on her face.

In the back seat Devlin suppressed a gag. "Ugh! If I'm gonna be forced to watch you two openly leer at each other, I'm gonna need more books."

…

It felt weird -entering the mess hall without Devlin. For the first time since enrolling in the Weekend Academy, Kenny was attending without his older cousin. It felt weird.

Ally sidled up to him in the chow line. "Where's Devlin?"

Kenny turned to look at her. Decided he didn't have anything to say and instead spooned some potato salad onto his tray.

"You still haven't spoken to him, have you?" She asked. Then her eyes flicked down to his wrist where she observed, "I see you're still not wearing the Omnitrix either."

"I don't need it while I'm here at the Academy." He reminded her. At the Weekend Academy, all lessons and excersizes were standardized for all cadets and cut out any use of powers a cadet might have.

With a sigh, Ally shook her head and selected some cuts of meat-like option onto her plate. "You are utterly hopeless."

They left the chow line and began scanning the mess for a place to sit. Ally's eyes fell on Dylan Billings sitting at a table alone off in the corner. He usually sat with a group of boys from his own year. Apparently, since the fiasco with the Rooters (an event that was not publicized, but cadets still at least knew that _something_ happened if not what) his usual group didn't know what to make of him and he certainly wasn't going to volunteer any information. So, he must have moved tables to avoid their questions and curious stares.

"Look, there's Billings all alone." She said, holding her tray with one hand and pulling Kenny with the other. "Lets go sit with him."

"But Billings doesn't like us." He protested.

"No. Billings doesn't like Devlin. Us, he's ambivalent to. C'mon." She bragged her over to Billing's isolated corner table and set her tray down. "Hey. Is this an exclusive table, or can any loaner join?"

"Really? That's what you open with." Kenny scoffed. "That's terrible."

"What do you two want?" Billings asked.

"She's making me." Kenny assured the older boy.

"Making you what?" Billing's raised one thick eyebrow. Then he paused, noticing someone was missing from their entourage. "Where's Fake-Tennyson?"

"Ya know, I still haven't gotten an answer to that either." Ally reminded Kenny. "Where is Devlin? He's usually more of an Academy fanatic while you're of the casual, laid-back cadet. Why are you here and he's not?"

It was true. Joining the Weekend Academy, becoming a Plumber, those were all Devlin's goals. At least, when they first enrolled they were Devlin's goals and Kenny was just going along with them to protect and support his older cousin. But not here was Kenny at the Academy without Devlin. What did that say about them now?

"Dev's doing a thing with his parents." Kenny informed them. "He'll be here tomorrow."

"Pity." Billings muttered, going back to his food. Content to ignore the other two. After a few bites of meat-like option, he looked back up at them. "You still here?"

"Relax." Ally said, pointedly refusing to feel awkward. "Everyone needs to eat and no one should feel alone. Besides, just because we're here doesn't mean you have to talk to us."

"Good." Billings snipped. "Because we have nothing to talk about."

At that comment, Kenny looked up from his food. "But that's not true at all. We have a lot in common. We all were involved in that thing with Servantis and the Rooters, and we're all attending the same therapy Group because of it."

"And if I don't talk about it in Group, what makes you think I'm gonna talk about it with you people?" Billings growled.

"'Cause we were there." Kenny suggested. "And out idiot shrink was not."

"Hey, now!" Ally cut in. "Just because we have that in common doesn't mean we have to talk about it. We could discuss when they might give us our Psychologicals -since we won't be taking them next week with everyone else. Or if we're even gonna opt to take them at all. Or, how about plans for the summer. No school, no Academy…"

"You already know I spend every summer with my Mom." Kenny reminded her.

"I work during my summers." Billings informed them. "We can't all have rich daddys who pay for everything for us."

Ally latched onto that. "Well, that's cool. What kinda work do you do, Dylan?"

"I didn't give you permission to use my given name, Albright. Also, none of your business!"

"I knew this was a bad idea." Kenny muttered next to her with a sigh. It was nice of Ally to try and reach out to him. But Billings wasn't the type to reach back.

"Well then, how about our Psychologicals?" She pressed, determined to make conversation and by extension, make friends. "When do you think they'll finally administer them to us, and will you even want to take them?"

"Will you?" Billings asked. "You already said you don't wanna be a Plumber anymore. What are you even still doing here at the Academy, Albright? If you've lost your stomach for this kind of work, why keep coming back?"

"I'm gonna finish the term." She informed him.

"Besides, she might change her mind!" Kenny reminded the older boy.

"Probably not." Ally muttered.

At that, Kenny turned to her, completely ignoring Billings' presence. He knew Ally was thinking about quitting the Academy, but he was kinda hoping she'd change her mind before they took their Psychologicals -not that any of them knew _when_ their Psychologicals would be yet. But Kenny knew he would be continuing with the Academy. Not to protect and support Devlin anymore, but to make sure Devlin didn't go crazy again and try to kill someone else. Ideally he'd like Ally to be there along side him to. If not to consciously protect and support him, at least to be a calming presence that helped keep him balanced.

He couldn't tell her any of that, of course. Especially not in front of Billings. So, instead, he said, "But Ally…! Uh, think about it. Uh." He cast his eyes around the mess, looking for inspiration. Then blurted out, "Representation! Yeah. Look at everyone in this room. I see a bunch of mostly white guys! Yeah, there are a couple of girls here, and a few people of indistinct ethnic background. But they're almost all human. You are a female, black, half-alien. The Plumbers _need_ you!"

"That's the dumbest thing I've ever heard!" Ally scoffed. "I don't have to do anything just because I'm black. What the kriff kind of messed up logic is that!?"

"I usually try to stay away from debates like this, but I'm not sure how much weight your opinion carries, Tennyson." Billings said. "In case you forgot, you're white."

"What? No I'm not!" Kenny blinked.

While at the exact same time, Ally exclaimed, "That has nothing to do with anything! A person isn't obligated to do anything just because they're this, that, or another thing,"

Billings sighed. "This is why I don't get involved in these kinds of debates." Then, turning his attention from Ally, he addressed Kenny again. "Tennyson, I've seen you're dad. He's white. You're white."

"No, I'm not." Kenny insisted. "I'm Navajo." He fished into his pocket. Pulling out his wallet, Kenny slid out a card and shoved it in Billings' face. "See? Here's my CDIB card."

Billings blinked at the piece of plastic shoved in his face. He didn't exactly know what a CDIB card was, but he didn't want to continue the conversation long enough to find out. He pushed Kenny's arm away. "Fine. Whatever. I- Is that really your middle name?"

"Yeah. Why?"

"No reason. Its just unusual." He stood and began clearing his tray to leave. "Well, I think I've had about as much of you all as I can take for one evening."

He left.

"Well, that was terrible." Kenny commented after he was gone.

"To be fair, you were the asshat in that particular exchange." Ally pointed out. "I'm not obligated to do anything just because I'm a half-alien black woman."

"Right. Sorry." He lowered his eyes. Admittedly, it was a terrible excuse he blurted out as to why Ally should stay at the Academy. It wasn't even the real reason he wanted her to stay. "I just… don't want you to quit the Academy. I… I'm staying because of Dev, and… and I want someone with me who knows what he's capable of."

"You know who else goes to this Academy, was also at the Rooters base, and knows what Devlin's capable of?" She asked.

"Who?" Kenny raised a skeptical eyebrow.

She nodded over to where Dylan Billings was scraping the last of his uneaten food off his tray into the trash. "That guy. Maybe you should try being his friend."

...


	8. Circle and Growl

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Eight: Circle and Growl

Both Kevin and Devlin exited their dressing room stalls wearing almost identical outfits (apart from the sizes of course). The two men paused, looking each other up and down in mild surprise.

Then Kevin smirked. "Gotta say, I like your style."

"Oh, no!" Devlin shook his head. "You take that off! You take that off right now! There is no way in hell I'm walking out of this dressing room looking like twinsies with Kevin 11,000."

Kevin looked down at the band shirt he was wearing, the exact same band shirt Devlin was now sporting. "I think I've got more right to this shirt than you do. I'm actually old enough to remember when the lead singer was still alive. If you don't like it, you change."

Devlin looked like he was about to argue the matter further. The corner of his mouth twitched asymmetrically with tension. But, instead of biting out another remark at his father, the boy instead turned and stomped out of the men's dressing room to where Gwen was patiently waiting outside. "Mom! He's copying me!"

She looked up from the datapad she was reading and raised an amused eyebrow at her son. "Did you suddenly regress in age five years?" -Then Kevin walked out wearing the exact same outfit Devlin was.- "Oh." Now it was Kevin who got the raised eyebrow. "Baby, you're forty-three years old. Don't you think its time you stopped dressing like a teenager?"

"But, Babe, jeans and a grunge-style t-shirt is my signature look." Kevin whined, much like the teenager he was dressed as.

Crossing her arms over her chest, Gwen dug her feet in and glared at him. "Well, I'm not paying for you to look like you never matured past the age of seventeen. Now turn around, go back in there and try something on I will be willing to pay for. Try that nice button down shirt I picked out for you."

Kevin looked like he was about to protest. Kevin Levin, wear a button down shirt? With a collar? Like some average guy who worked a normal job? Who worked nine to five in the city then came home to the suburbs? Who owned a house and had two point five kids? No. That just wasn't Kevin E. Levin. But Gwen was giving him that look. The look that meant any protest would be pointless, to argue would be a losing battle. It was a Look she started developing back when they were still just teens, even before they started dating. It seemed after years of practice with Devlin -and probably Tennyson's kid as well- Gwen had perfected the Look to be completely iron-clad.

With a groan and a surplus of grumbling, Kevin turned around and stomped back into the dressing room.

Devlin looked smug. Elevated by the perception that his mother had taken his side and put Kevin in his place.

That is, until Gwen said, "And, Devlin, I want you to find something that's not black."

"What? But this has got color in it." He pointed to the graphic on his black shirt. "See? There's red."

His mother did not look impressed. She held up a finger. "One article of clothing. I don't care what it is, shirt, pants, beanie, sneakers, whatever. Just find something to wear that's any other color besides black."

"Alright. Rainbow Pride underpants it is then!" The boy smiled.

"Visible clothing." Gwen specified. "Come one, Devlin, it's not asking a lot. I'm just asking you to find _one thing_."

He grumbled and groaned, souring very much like his father just did a moment ago. But said, "Alright, fine." all the same. He turned around and dragged his feet back into the dressing room to change back into his own clothes so he could peruse the racks again.

Just as the boy disappeared back into the dressing room, Kevin came back out wearing a sky blue button down shirt over the same black denim jeans from earlier. "I feel so stupid."

"But you look so handsome!" Gwen assured him.

"Where would I even wear this?" He asked.

"Job interview." She suggested. "Or fancy date out with me. How about just around town because you're a grown-up now and you should finally start dressing like one."

He ignored that last bit. "Most of the jobs I pull don't do interviews, and I've taken you out on plenty of fancy dates where I didn't have to dress like I'm going to a court hearing."

She crossed her arms over her chest and glared at him. "Having dinner with Don Vizini at gunpoint because he thinks you lost a shipment of product does _not_ count as a fancy date! In fact, nothing that either begins or ends with us being threatened, shot at, or having to use our powers counts as a fancy date. You have never taken me on a _real_ fancy date."

"Alright, fine." The Osmosian threw his hands up in defeat. "When I can get together some money, I'll take you out on a real fancy date, no violence, no mortal threats, or anything fun. Just a boring, stuffy, fancy date like old people."

Devlin happened to walk back out at that moment, once again wearing his own clothes. He turned to Kevin as he passed and reminded to man, "You _are_ old."

"Nobody asked you!" Kevin shouted after him. But Devlin had already turned a corner and disappeared behind a rack of men's jackets.

Gwen offered her pseudo-husband a comforting pat on the shoulder. "You're getting the shirt. No arguments, and I might be persuaded to get you and Devlin your matching band shirts too. And when we get home later, you can show me just how not-old you really are."

"How the heck am I supposed to show you how 'not-old' I am?" Then he caught the look she was giving him. Gazing up at him through her lashes, lips parted in a very appealing pout, hand caressing down the buttons of the shirt… "Oh. Oh! Okay."

"And wear the shirt."

Devlin ducked behind the racks and tried to ignore his parents openly leering at each other. At least they were being subtle with their dialogue if not with they expressions and body language. Seriously, if this was what they were like now -in their forties- then Devlin felt very sorry for his Uncle Ben having to hang out with them in their twenties, back when they were younger, more energetic, and virile. The young Osmosian shuttered the think about it.

He distracted himself by perusing the clearance section. All the things that were off season and thus not in demand. Winter knit caps, scarves, and gloves. Devlin paused at the gloves.

 _'I don't want your nasty Osmosian hands on me!'_ That's what Kenny said.

But if he was wearing gloves, it wouldn't be his hands touching Kenny. After all, Osmosians channeled their power through their hands. If a glove was between his hand and something, Devlin couldn't absorb it. He selected a pain in all black and tried them on only to find that they were far to big for his freakishly small and girly hands. He tried another pair, to much the same result -to big. That was the problem most of the time whenever Devlin was looking for hats or gloves. He inherited a slim and lithe frame from his mother and so often had a hard time finding cloths in the men's section to fit him.

With an irritated sigh, he gave up and moved to the Boys' clearance section to look for a pair of gloves that might fit his hands.

As with most things marketed to younger children, they were all brightly colored. Blues, and yellows, and greens, and reds… Devlin cringed noticeably. Even when he was the actual age these were meant for, he didn't like wearing so many garish colors. But his mother did say she wanted him to find an article of visible clothing that was a color other than black. He pulled on the first pair of gloves that looked like it would fit him. A bright green pair, the same shade as his car.

They fit.

Devlin returned to his mother and showed her the gloves.

She raised a critical eyebrow. "Its summer. How often are you actually going to wear those?"

"I'll wear them." He assured her, putting his best reassuring smile on.

"In summer?" She continued to stare at him skeptically.

"Uh-huh." Devlin nodded. Anything to show Kenny how serious he was about not using his powers again. That he wouldn't absorb Kenny or his faux-Omnitrix again. "I'll wear them every day."

Gwen did not look convinced. "Your hands are going to smell like feet."

…

At breakfast, Kenny tried sitting with Billings again. Because, as much as he didn't like the guy, and as abrasive as he might be, Ally was right. He was also at the Rooter's base when Devlin had his episode, he knew just as well as Kenny did what Devlin was capable of.

"What is this?" Billings growled when the younger boy sat down. "You stalking me now, Tennyson?"

"No." Kenny assured him and said nothing more. He ate his breakfast in silence, content not to converse with the older boy more than he had to. While Kenny was usually a very social person and made friends easily, he found it a little awkward talking to Billings. Probably because he'd spent so much of the past year disliking him for no other reason than Devlin disliked him. Sort of a 'my best friend hates you, so I must hate you too' kind of thing. But Kenny had no real, legitimate reason of his own to dislike Billings.

Of course, he didn't really have any compelling reasons to like him, either.

Billings was seventeen, two years his senior. He mostly kept to himself and didn't socialize much outside of the combat or teamwork exercises that were required of academy training. If it hadn't been for that fiasco with the Rooters, Kenny wouldn't have known that he was a ward of the state, and if Ally hadn't been so aggressively social yesterday, he wouldn't have known that Billings had a summer job.

That was about everything Kenny knew about the older boy.

"Doesn't your boyfriend come back today?" Billings sneered after the awkward silence drew on long enough. "Shouldn't you be at the teleporters pining for him?"

"My what?" Kenny blinked.

"You know, Fake-Tennyson. Devy." Billings explained. "You two are always together. I just assumed…" He let that statement trail off.

"Anyone ever tell you its rude to assume things?" Kenny asked. It was not the first time someone thought he and Devlin were anything more than what they were.

"Anyone ever tell you its rude to invite yourself over to someone else's table and disturb what would have been an otherwise pleasant meal?" Billings shot back. "What do you want, Tennyson? Albright's easy to understand. She wants us all the be happy and friendly with each other like some campy after school special. We all went through some shit together, so we should all bond and get chummy over it. But not you. No, the son of the great hero, Ben 10,000, knows that things aren't as easy as a Saturday morning cartoon. You don't just have one zany adventure together and suddenly become besties. So, what do you want?"

Kenny was silent for one… two… three beats.

He didn't really know Billings all that well, but the guy was smart. A little rough around the edges and often abrasive. But he didn't sugar coat things, or dance around issues. And he was brutally honest. People who were honest to the point of brutality usually appreciated straightforward honesty in return.

Kenny took a chance. "Ally's serious about quitting the Academy after this term."

"If it means getting away from you assholes, I don't blame her." Billings snorted over a spoonful of powdered eggs.

"Can you try and not be an asshole yourself for, like, five minutes, please." Kenny snapped back. "Anyway, the fact that she's my friend aside, I don't want Ally to quit because she knows what Dev is capable of and I want to have someone around who knows what Dev is capable of."

The second bite of powdered eggs was halfway to his mouth when Billings paused. He lowered the fork back down to his plate and pushed the tray to the side. Leaning across the table, he looked Kenny right in the eyes when he asked, "Come again?"

"Look, Dev and I grew up together, okay. I've always known he's Osmosian and I know what that means." Kenny began awkwardly, suddenly wondering if this was a bad idea after all. "I just never thought he would absorb my Omnitrix _or_ try and kill me. Those were two things I just didn't think Devlin would do. Not to me. But he did. He absorbed my Omnitrx, went crazy and chased me around the Rooters base until Kevin finally subdued him. Thing is, Kevin's not always gonna be around. His Pardon is only good here on Earth, so he can't leave the planet without being arrested and thrown back int he Void, and on top of that, he's kinda old."

Kenny paused long enough to take a sip of his orange juice while Billings just stared in disbelief at the admissions that were tumbling from the younger boy's mouth.

"Unless you're also Osmosian, subduing an energy-crazed Osmosian is not a one-man job." Kenny continued. "I won't be able to handle Devlin alone if that happens again. With Ally leaving, I _will_ be alone. That is, unless I have someone else who knows what Dev is capable of willing to watch my back."

Billings just stared at the younger boy as he took a couple bites of meat-like option and drained the last of his orange juice.

"You're asking me to help you kill Fake-Tennyson?"

"No!" Kenny was quick to deny. A much as Devlin frightened him now, they were still family. They still grew up together. They were still closer than brothers. They shared a lifetime of history and one bad experience didn't change that. As much as Kenny feared his cousin now, he did not want the older boy dead. "I'm asking you to help me subdue him if -and only if- that happens again."

A silence stretched between the two boys. An almost palatable quiet that was thick with tension.

Then Billings grabbed his glass of milk and forced himself to look relaxed and casual. "Well, shit, Tennsyon, you know I'll take any excuse the beat Fake-Tennyson's skinny ass."

Kenny nodded. He and Billings didn't have to be friends. They just had to understand one another. "Thanks."

…

Of course Kenny wouldn't be there to meet him when Devlin teleported up to the Weekend Academy. Why would he be? Kenny had been avoiding him for the past two weeks now and nothing had happened to change that.

 _'I don't want your nasty Osmosian hands on me!'_

In fact, things between them seemed worse than ever now.

With a sigh of resignation, Devlin pulled his electric green gloves tighter over his hands and stepped out of the teleporter stall.

Kenny wasn't there to meet him, but Ally was. She came around the corner holding a napkin with two pieces of toast on it, spread with marmalade instead of jam. Just the way he liked it.

"I didn't know if you had breakfast with your folks or not, so I saved you something from the Mess." She explained, offering him the toast.

Truth be told, he hadn't eaten with Kevin and his mother. He was to nervous about seeing Kenny again, and trying to prove that he wasn't a danger to the younger boy. That he wasn't going to absorb the faux-Omnitrix and go crazy again. He hadn't said that at breakfast, of course. Instead he muttered some BS excuse about not wanting to be late to the Academy and made Kevin drive him to the teleporters right away. Now that he actually was at the Academy, Devlin realized he really should have eaten -if for no other reason than to ground his stomach.

"Thanks." He took the offered napkin in his gloved hands. Lifting one piece of toast with bright green fingers, he tore a large bite out of it.

Ally raised an eyebrow at him. "Are you wearing gloves? Its summer. Aren't you hot?"

He shrugged. Swallowed his toast. "A little. But its not that bad. I can get used to it."

"Let me rephrase that: Why the hell are you wearing gloves in summer like an idiot?" Ally amended.

Devlin paused, not quite sure how to explain. _'I don't want your nasty Osmosian hands on me!'_ How exactly did one explain that the gloves were meant to be a symbolic gesture to show Kenny that he wasn't a threat to him and that he had no intention of absorbing the faux-Omnitrix again -not even by accident- or try to kill him? "Its just a new thing I'm trying out."

She roller her eyes. "I swear. You and Kenny and your stupid drama. Look, I get it. I was there too, remember? You went crazy and tried to kill him and now he's jumpy and paranoid. But you're both forgetting one simple thing: _you were under mind control_ when it happened. I get that its scary and you could have killed him. I could have killed my dad and Mr. Tennyson! But I didn't. Kevin stopped me. No harm done. My dad and I talked it out and we're okay. You and Kenny should talk too."

Devlin looked skeptically at her.

"If you're really worried then get a mediator. I already suggested Kenny ask Kevin to sit down with you. And if you two still can't get over this whole near-murder thing, then you should just quit the Academy and give up being a Plumber like I am. Because, Devlin, stuff like that is just gonna keep happening. _Real_ Plumbers work isn't like the safe little drills they do here. Its violent, and its frightening, and people could get _killed_! That's what my experience with the Rooters taught me. That's why I'm leaving at the end of this term."

He offered a self-deprecating smile. "I don't know what we'd do without you."

"Not my problem." She reminded him. "I do not exist solely to support you and Kenny."

"But you do it so well."

"I do other things well, too." She informed him. "Maybe if I'm not spending all my weekends at the Academy, I'll have the time to develop my other skills. Since our Psychologicals are postponed, maybe you should work on your other skills too. I hear you can walk through walls now?"

"Not really. I mean, I haven't really tried since the first time it happened -and that was an accident."

"Well, then maybe you should work on it so that it won't happen by accident."

…

Gwen was at work, Ben was out on patrol -or whatever Hero stuff it was that kept him away from home all day- and not for the first time, Kevin found himself with nothing to do.

The Rust Bucket was -for all intents and purposes- done. Completely repaired. It wasn't like Kevin ever had much else to do. With nothing else to divide his attention or devote his time to, Kevin got the space plane repaired even faster than he would have guessed. It was a new record and he was quite proud of himself.

But it also meant that Kevin had nothing to do.

While his Presidential Pardon absolved him of his crimes as Kevin 11,000 (at least, the crimes committed either on, or against the Earth were absolved), and he could go out and do things like he used to, Kevin didn't really want to. All the friends he used to have had moved on. Argit went from being a second rate, two bit middle man, and went on to become the President of the whole entire Earth! His other clients and contacts were either arrested, killed, disappeared into obscurity, or went straight.

But that was okay.

In all honesty, Kevin should probably go straight too. For real this time. No more selling contraband tech. No more middle man jobs, brokering deals between terrorists and warlords. No more playing both sides of a conflict to double profits.

But then, that did raise the question of what -exactly- he could do. He'd been a criminal his whole life. Kevin didn't really know how to do a 'real job'. The only non-illegal job he ever had was as a Plumber. But that sure as heck wasn't a possibility anymore.

So, what then was he good for?

Kevin laid on the couch, one of Ben's beers in his hand and asked himself that very question. What was he good for? What use was he anymore?

That was how Max found him when he passed through the living room to collect any trash or dirty dishes that might have been left there by the rest of the family.

"Are you busy?" Asked the older man.

"Just questioning whether or not there's anything I can do in this world anymore and wondering if there's even a point to my existence." Kevin answered, speaking more to the ceiling than to Max. He sat up just enough to take a sip of beer before laying back down, his head resting on the arm of the couch.

"Well, can you have your existential crisis while you help me clean the boy's rooms?" Max asked. "I'm not as young as I used to be but they're just as messy as ever."

Kevin sat up. This was also not the first time the answer to his dilemma of 'what's the point' was to help Max with the domestic household chores. "You want me to clean the kids' rooms?"

"Well, Devlin's usually pretty good about keeping his room clean." Max amended. "But Kenny and Ben… they're worse than Carl and Frank ever were."

"I am _not_ picking up after Tennyson." Kevin vowed. Picking up after Devlin, sure. Why not? He probably would have been doing that anyway when the kid was younger if Ben hadn't sent him to the Null Void for sixteen years. Picking up after Kenny, eh, fine. The brat was Devlin's best friend. He was pretty sure that in the 'never banished to the Void' scenario, he would have been picking up after his son's best friend a bit too. But not Ben. Ben was a grow-ass adult and could clean his own damn room.

"That's fair." Max nodded. "Just do Kenny's room for me. And you don't so much have to clean it, as much as just pick up his dirty laundry for me, clear the floor enough for a normal person to walk on, and make the bed."

The great Kevin 11,000… reduced to a maid. He drained the last of his beer before standing. "What do I get out of this?"

"Something to do with your time." Max answered as if this should have been obvious. "And a temporary answer to your existential crisis."

"Okay, seriously, what is an 'existential crisis'!?"

But Max was already walking out of the room and pretended not to hear.

With nothing better to do, Kevin heaved a sigh. He detoured to the kitchen to throw his empty beer can in the 'fridge before making his way to Tiny-Tennyson's room.

To call it 'messy' was being kind.

Max was right to ask Kevin to clear the floor. There wasn't a floor. At least, not one that could be seen under the scattered piles of video game boxes, wireless controllers, miscellaneous cords, strewn clothing, comic books, and food wrappers. Kevin took a step back out of the room almost the moment he stepped into it.

Standing out in the hall, the Osmosian took a deep breath of the clean Plumbers Headquarters air, and thanked his lucky stars that his own while took after his mother and not any other member of the Tennyson family. Taking a moment to compose himself, Kevin made a point of reminding himself that he'd faced down much worse and survived. It was stupid to be intimidated by a little teenage mess (especially since he was only half a step better when he had been a teenager). Taking one last breath of clean air, he stepped back into Kenny's room.

Make bed, collect laundry, clear floor. Those were Kevin's tasks. He took a sheet from the bed and started piling the large, obvious pieces of laundry on it. Any clothing that was on the floor, any sock that didn't have a mate, a pair of pants thrown over the back of a chair, a random shirt hanging off the inside door handle. All these were thrown on the sheet, bundled up, and carried out of the room to the laundry where Max already had a load going.

"Just throw them over there." The older man pointed. "I'll sort them in a bit. And, Kevin, thanks. You might not see it, but things actually are a lot easier since you came back -for me, at least."

"Thanks, Max." Kevin said, not quite sure if that was what he was supposed to say.

"That does't mean I don't want you to keep thinking about what else you can do now that you're out." The old man quickly added. "You can't spend the rest of your life hiding from the world in this tower."

"I know." Kevin assured him. "I should really get back to work."

He left. Not because he really felt any driving need to clean-up after someone else's kid. But because he didn't really want to think about what he could do at the moment. What use was he? Everything he used to do he either wasn't going to go back to, or couldn't go back to for one reason or another. But Kevin didn't know how to do anything else. He was a crook, and he was a Plumber. Broker and Enforcer. Smuggler and wheel-man. Hitter and grifter. Those were his skills. It was all he knew.

But he pushed those thoughts out of his mind. That was a problem for future-Kevin to solve. Right now-Kevin was busy distracting himself by picking up Kenny's floor and secretly judging him on his taste in video games.

Fallout 12 sounded alright. But Final Fantasy XXXVII? Really? Ugh. Oh! But Dragon Quest: Sun Stone! Anything Dragon Quest was good. Maybe the kid wasn't so bad after all.

Kevin dumped the games in the closet where he found the majority of the boy's dishes consoles. Jeez, this kid had a lot! What, did Tennyson try and buy his kid's affection with expensive toys? Was that how he managed to stay one-up on his ex-wife? Ben could be notoriously petty at times, Kevin didn't put it past him.

The cascade of games and empty game boxes Kevin threw in the closet knocked over an old Xbox One and Kevin bent down to make sure he hadn't broken it. The last thing he needed was a whining about a broken toy and Tennyson giving him that indignant, accusatory look of his. Kevin needn't have worried it looked like the kid never played it anymore. It was so disused, in fact, that there was actually a dirty, mateless sock stuffed into the socket where the hard drive was supposed to go. Damn, and he just finished collecting all the laundry too.

Kevin pulled out the dirty sock, but paused in confusion when he felt something inside it.

Curious, he reached inside and was socked when he pulled out, not another game accessory or toy, but the Omnetrix. Or rather, the faux-Omnetrix that Kenny worse -was supposed to wear. Apparently, he wasn't wearing it. Not if it was suffer in a sock, hidden in his closet.

And wasn't that an interesting question.

It was obviously hidden on purpose. Things didn't just get shoved inside other things and then placed inside bigger things by accident. How very interesting.

Kevin made a mental note to ask the kid about it when he talked to him about Devlin.

...


	9. Trust Issues

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Nine: Trust Issues

Not only were Devlin and Kenny on different teams for Saturday's combat exercise, but they were in completely different groups as well. The Academy liked the shuffled the teams every week to give cadets experience working with different people and personality types and teach them to adapt quickly to having to rely on unfamiliar allies. This was not the first time Devlin and Kenny were placed on separate teams.

But it was the first time they were not placed in the same combat group. That is to say, their teams were not competing against each other. They weren't even on the same combat field.

Ally was commanding Devlin's team.

Kenny was on someone else's team on a different field.

This time, the mission wasn't capture the flag. It was defend the base. Ally got to coordinate the team in an effort to repel the opposing team as they attempted to infiltrate the base. The 'base' in this case was two room shack with one door, two windows, and a single roof access. The structure itself was designed to be easy to break down and reconstruct (rather like a tent) so that it could be used in multiple exercises. The opposing team would be docked points if they took advantage of that fact, however. In a real situation, most buildings could not be taken apart like legos. (Except maybe Segemntasapien structures.) So, Ally could be assured that the other team would try and enter from either the door, one of the windows, or the roof.

Devlin was stationed by one of the windows. Wearing his black proto-tech armor because he destroyed his own standard issue Plumber's suit by transforming during a scuffing against Kevin several weeks back. He put in the request for a replacement suit, but with his Psychologicals being postponed it was anyones guess if he'd ever get his new uniform. Ally delegated the rear window detail to him -not because it was in the back room of the base and kept him out of the way- but because it was the entrance at their backs and she needed someone she knew was competent back there. That, and he was wearing all back and would be harder to spot. From the outside, it would make the rear window look undefended and an easy target. An attempt at directing the enemy's attention where Ally wanted it.

Trying to suppress a sigh, Devlin crouched by the window, keeping low and out of sigh, while still trying to peer out to anticipate enemy movements. Not easy tasks to preform in tandem. There was no angle that could both keep him hidden and give him a useful view outside.

Suppressing another sigh, Devlin wondered how Kenny was doing with his own combat exercise.

He wasn't there Friday night when they posted the team line-ups, the only way Devlin knew he was on Ally's team was because she told him when she met him at the teleporters. But Devlin heard that Kenny was on the same team as Billings. He wondered how his cousin was fairing under Billings' inept leadership.

And Billings really was inept. After all, he had to be for Devlin -a first year, at the time- to usurp control of the team from him in their first combat exercise.

Devlin didn't want to be here, guarding a window. He wanted to find Kenny. Hop over to his combat field, find him amidst the battle and talk to him. Really talk to him. Try and work out whatever this wiriness was between them. Work out Kenny's fear of him and the idea that he might try and absorb the Omnitrix again, or worse, try and absorb Kenny again!

Devlin definitely wasn't going to try that again.

Never again.

So, Kenny didn't have anything to fear. It was stupid for him to be prolonging this- this _estrangement_ between them! Devlin just had to make him understand that. He wasn't quite sure how, exactly. He'd never exactly been in a situation like this before. But once upon a time he and Kenny were inseparable, closer than brothers. They would work through this. Move past this. After all, if they couldn't then what was their previous relationship worth? How tightly knit could they have been if they were only tight when things were easy and their family was stable? This was the first real test their relationship has had to withstand. If they couldn't work through this, then they clearly weren't as close as Devlin thought they were.

He was so wrapped up in his own personal problems with his cousin, that Devlin didn't notice one of the members of the other team sneak in through the window he was supposed to be guarding until it was to late.

Devlin jumped from his crouching position lick lightning the moment he noticed the opposing cadet. But his interception came to late. A member of the other team had entered the base, his team had failed the combat exercise. And it was unquestionably his fault.

As if he weren't hated enough already.

…

"I feel better now!"

Billings cornered Devlin outside the locker rooms after all the combat exercises were concluded.

"What?" The younger boy blinked a him, not comprehending.

Billings ruffled his Necroffrigian wings and picked at his claws. "I used to think it was just me you had a problem with." He elaborated. "But now I see that you're just an asshole who ruins _everyone's_ combat exercises. I feel better now."

And he walked away.

Devlin slammed a gloved fist into the locker room doorframe. Great. Now, in addition to being the son of Kevin 11,000 he was also the asshole nobody would want on their combat team -ever! And this time he couldn't even blame sit on Kevin! This time it was all his own fault. He let his guard down and neglected his vigil because he was to wrapped up in his own concerns about Kenny.

Speaking of his younger cousin, he happen to be coming out of the locker rooms just in time to see Devlin's fist collide with the doorframe. "Jeez! Carful, Dev. You might be in human form right now, but you're still freakishly strong for your size."

Seriously. No one as skinny as Devlin had any business being as strong as he was.

Devlin turned around to stare at the other boy. It was the first time they'd actually seen each other since Devlin actually arrived back at the Academy that morning. "Kenny, I-"

"Anyway, would you mind moving out of the way?" The younger boy cut him off abruptly. "I've got to get to Guest Lecture."

"I'm going to Guest Lecture too." Devlin reminded him. They had almost identical schedules. "Can we walk together?"

There was a hesitation. Kenny paused long enough for Devlin to notice and… actually, longer than that. But, they were on a Plumbers run space station. Surrounded by Plumbers cadets as well as experienced Plumbers instructors. If Devlin decided to flip the switch and go crazy, Kenny would be safe, right? After all, if he wasn't safe on a Plumbers' base…

The Rooters base was also -technically- a Plumbers base.

"I'm not ten anymore, ya know." The younger boy brushed past him. "You don't have to walk me everywhere I go."

"But we're going to the same place!" Devlin reminded him, catching up to his cousin and falling into step next to him. "And the way I remember it, _you_ were the one walking _me_ everywhere I went. I was the one who needed protection back then."

"And I'm the one who needs protection now." Kenny shot back without thinking. His classic blunder of vocalizing his every thought as it occurred to him. He hadn't meant to say that out loud. Not around Devlin. Not _to_ Devlin.

The older boy stopped walking.

"Kenny. I'm not gonna hurt you." Devlin growled. "I'm not gonna try and absorb your Omnitrix. Okay? Not again. Never again! I'm sorry I did it the first time. But once was enough. I learned my lesson. Believe me when I tell you: I. WIll. Never. Absorb. Your Omnitrix. Again. _Ever!_ "

Kenny likewise stopped walking. He crossed his arms over his chest, looking skeptical.

Devlin held up his hands to show the younger boy the bright green gloves that now covered his hands. As if they were some sort of concrete proof. "Look. I'm not gonna be absorbing anything anymore. From now on, I'm gonna pretend I'm Rogue from X-Men. I'm gonna wear these gloves all the time so that I _can't_ absorb anything. Okay?"

"That doesn't prove anything. You can always just take them off." Kenny reminded him.

"Yes. But that also means that I'd have to stop and think about what I'm doing." Devlin added.

"That still doesn't mean it will actually stop you." Kenny maintained. "Its a nice gesture, Dev, and I like your color choice. The green is totally rad. But that's all it is. A gesture. A pair of department store gloves aren't gonna stop you from doing something if you've already decided to do it. I'm sorry, but I just can't trust you anymore."

He moved to continue down the corridor towards their lecture.

"How can I prove to you I'm serious!?" Devlin called after him. "How can I earn back your trust?"

Kenny paused just long enough to turn his head and admit, "I don't know."

…

" _Who drank the last beer and put the empty can back in the fridge!?_ " Ben roared from the kitchen.

The Hero of the Universe stormed into the hanger where he found Kevin. He finished the Rust Bucket some days ago and was now busy with the undercarriage of Devlin's car -or his car, Ben wasn't to sure how exactly the transfer of ownership would work out between them. But he didn't care about that at the moment. At the moment, Ben was pissed.

He grabbed his frienemy by the ankle and yanked him out from under the car. Shoving the empty can in the older man's face, the Hero of the Universe snarled, "What kind of person _are_ you!?"

Kevin blinked in incomprehension for a moment or two before understanding finally dawned. "Oh. Right. By the way, we're out of beer."

And he was moving back under the car, as if that were the end of it.

Ben pulled him back out again. "No. _We_ are not out of beer. _I_ am out of beer because my cousin's free-loading, on-again-off-again boyfriend, slash career criminal, baby-daddy keeps drinking them! Its stuff like this that's the reason why we were never roommates!"

Sure. That was the reason. Kevin raised a skeptical eyebrow. "I thought we were never roommates because you didn't wanna have to pay rent, and refused to move out of your parents house."

"We're not talking about me!" The younger man snapped.

"Gasp! The great Ben Tennyson, Hero of the Universe admits that something's not about him!" Mock the Osmosian. "Do you want me to buy you some more beer when I go to pick up the kids from the Academy?"

Ben was about to snap back over that passive aggressive 'everything's about him' comment, but Ben reminded himself that he was an adult and should be above such petty squabbles. This time, he did not take the bate. Forcing his temper to deflate, he chucked the empty can at the recycling bin on the opposite side of the hanger -he did not make the shot.

"Yes, please." He said. "Do you want me to give you some money? Or do you know a guy, who knows a guy, who knows a guy, who's cousin is the CEO of LöBrau?"

Kevin shook his head. "Nah. That guy was fired for selling brand secrets to Duff. Haven't spoken to him since before Devlin was born. I'll take the cash."

Ben pulled out his wallet and handed the other man two twenty terran bills. "And here's something for gas too. Thanks for driving the kids around for us." A pause. Ben pulled away slightly just as Kevin reached for the money. "You are… You will find a job eventually, right?" He asked, hesitantly. "I know there wasn't really a long term plan when I pulled you out of the Null Void. I'm really good at failing to think ahead long term. But- no offense, Kevin -but I don't wanna live with you. And I'm pretty sure you don't wanna live with me either."

"I imagine you also don't want the extra expense of me living off you." Kevin assessed, sitting up properly and grabbing the blue linen-paper bills out of his frienemy's hand.

"That too." Ben admitted. Even if he did have a disposable income as Hero, Savior, and celebrity. "But seriously though. If you need help, like, a letter of recommendation or something. Just ask. I can't imagine a single HR guy that would pass up the chance to hire someone recommended by the Hero of the Universe."

"I can think of plenty of people that would never higher someone recommended by the Hero of the Universe." Kevin informed him.

"Hiring for _legal_ jobs, Kevin!" Ben growled.

The Osmosian ply shrugged. "Not my fault you weren't specific."

He crawled back under the car.

"I shouldn't have to be specific about something like that!" The younger man snarled back. "Jeez! Why can't you ever be normal?"

Beneath the undercarriage, Kevin smiled at just how flustered he managed to make the Hero of the Universe. Though their friendship might be fluid and mercurial, there was no denying that they really knew how to push each others buttons. Regardless of whether they were friends or enemies, they still knew each other so well.

Then Kevin's mind jumped to their sons. His and Ben's. Devlin and Kenny were far closer than Ben and Kevin ever were (or probably would ever be). Yet, for some reason, they were having problems that Ben and Kevin never had. Not even during Kevin's Ultimate mutation when Ben was legitimately trying to end his life. Kevin promised Devlin he would help, but Kevin didn't actually know what he could do.

He thought about Kenny's faux-Omnitrix hidden in his room. Not just taken off and misplaced, but intentionally put in a hard to find and out-of-the-way spot where a normal person wouldn't usually look.

"Hey, Tennyson, you still there?" Kevin called from under the car.

"What?" Ben's voice sounded a bit farther away, like he was just on his way out of the hanger and was irritated at being called back for more unnecessary banter.

"You ever take off the Omnitrix in the sixteen years I was locked up?"

"No. Why?"

"Just curious." Kevin lied. "But you've taken it off before."

"I donno. Maybe, like, twice." The shrug was audible in his voice. Then he turned suspicious. "Why do you ask? You're not thinking of stealing it or absorbing it again, are you? We just finished going through that with Devlin."

"No. I was just thinking out loud." Kevin assured the other man.

"Well, good. Don't forget my beer on your way back from picking up the kids." He left.

Kevin went back to examining Devlin's work on his car and thinking about why Kenny might not only take off his own Omnitrix, but hide it as well.

…


	10. Where the Watch Belongs

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Ten: Where the Watch Belongs

Kevin was already waiting for them in the parking lot when both boys teleported planet side from the Weekend Academy station. Leaning against the car, reading what looked like an automotive magazine in one hand, and holding a fresh can of beer in the other. Calm and casual.

"Oh you gotta be kidding me!" Devlin growled under his breath. He stomped across the parking lot toward Kevin.

It was all Kenny could do to shake his head in resignation and follow the older boy.

"Are you drinking!?" Devlin demanded the moment they were close enough to speak. Sure enough, there was a brand new 24-case of LöBrau in the back seat. With a snarl of much more frustration than the situation actually merited, Devlin yanked open the back seat, pulled out the case of beer and threw it in the trunk instead. He then shoved a condemning finger in his father's face. "You're not driving! Get in the back seat. What the hell's wrong with you?"

Not one to intimidate easily, especially not by skinny teenagers half his side, and doubly especially not by his own progeny, Kevin just heaved an unaffected sigh. "Still uptight and pissy I see."

" _I am not uptight!_ " The younger Osmosian all but screeched. Passers by in the parking lot turned at his exclamation, recognized him as that uptight rule-humper Devlin 'Tennyson' being uptight again, and looked away uninterested. Nothing new here, lets move on.

"Dev, I'm tired." Kenny groaned, climbing into the back seat. "We've got school tomorrow and its Finals Week. Can we just go home already. You can bitch and growl at Kevin on the way."

Deciding to let the 'bitch and growl' comment slide, Devlin insisted, "I'm driving."

Heaving a second sigh -this one of exasperation- Kevin took another sip of his beer and sat down in the passenger seat.

"Back seat!" Devlin snapped. "I'm not driving with an open alcohol container up front with me. You wanna ride home with us, you get in the back next to Kenny."

"Gawd. You're worse than your mother." Kevin groaned as he got out of the passenger seat, walked around to the other side of the car and climbed in the back. The seat was cold from the 24-rack but the Osmosian chose not to comment on it. Instead, he flopped down, buckled his belt, took another sip of his drink and asked, "So, how was your weekend?"

Devlin chose to use adjusting the seat -Kevin was a bit taller than him- as an excuse not to answer. So, instead, Kenny volunteered, "Dev ruined the combat exercise for his team again."

"He doesn't need to know that, Kenny!" The older boy growled as he pulled out of the parking lot and into the flow of traffic.

While at the exact same time, Kevin asked, "Again?"

"Oh, yeah." The younger man nodded with a bit more enthusiasm than was necessary. "Its like Devlin's thing. In our first combat exercise he bullied the rest of the team into following him and stole command from the team leader -that's why Billings hates him, he was the team leader-, he abandons his team to go solo, and this time he just wasn't paying attention and let one of the other team's guys get through the perimeter." A pause, "Devlin's really bad at team stuff. Sometimes I wonder if -because Aunt Gwendolyn home schooled him for so long- he never really learned how to get along with others."

"I'm right here!" Devlin snapped from the front seat, insulted.

"Sometimes I wonder if you never leaned how to get along with others." Kenny repeated, this time speaking directly to his older cousin. "Since Aunt Gwendolyn kept you locked up in the tower for the first decade of your life. You didn't really get to socialize much in your formative years. That's something that's always bothered me about Disney's Tangled, by the way. Rapunzel was way to well adjusted and social for someone who'd never had any other human contact besides her 'mother' before."

Kevin blinked at the tangent.

"Kenny, it was a cartoon." Devlin reminded him.

Deciding not to allow himself to be distracted by the tangent, Kevin steered the conversation back to his son and his apparent poor performance during combat exercises. "Ya know, it took me a really long time to get along with others and work on a team too. Tennyson and Magister Labrid had to practically _beg_ me to help them find the Highbreed and protect Earth -and I live on Earth!"

"We get it. You're a selfish asshole." Devlin grumbled from the driver's seat.

Kevin made a face of displeasure but decided to take a sip of his beer instead of biting back a scathing retort. Instead, he said, "My point is, it took me a long time before I could be a team player."

Devlin did not seem the least bit moved as he made a lane change and then a left turn.

"My main issue," continued Kevin, "was trust. I had been on my own for so long that I didn't know how to work within a team. To trust others to have my back when something like that had never happened to me before. It was really your mom, and not my friendship with Tennyson that helped me get over that. Sometimes, all you really need is just one person to care about besides yourself."

"I do care about someone besides myself!" The younger Osmosian snapped. Then went quiet, muttering more to the steering wheel than to anyone else in the car. "That someone just doesn't trust _me_ anymore."

Kenny fidgeted in his seat next to Kevin.

The older man glanced between the boy next to him and the back of his son's head. He reached a hand to touch the faux-Omnitrix in his pocket, remembering how he found it hidden in the Kenny's room. Not just taken off by the boy and misplaced, but actually hidden with intention and care. When Kevin asked Tennyson if _he_ ever took off the Omnitrix his first though was that Kevin was going to try and absorb it again. Did Kenny take off his faux-Omnitrix as an attempt to keep it out of reach of his own Osmosian comrade?

Kevin studied the boy. Staring out the window with just a little to much intention. Trying to avoid looking at Devlin in the driver's seat or the other Osmosian next to him.

"Ya know what I think you two need." Kevin blurted out, an idea suddenly occurring to him. "A road trip! Like the ones I used to take your mom, and your dad on!"

"Weren't you trying to collect allies to defeat an alien threat that no legitimate authority believed was real?" Devlin asked.

While at the exact same time, Kenny grumbled, "I have to spend the summers with my mom. If I don't, my mom and dad go to war with each other again, and now that I'm actually old enough to speak at custody hearings, they're always trying to make me pick a side. But maybe you and Devlin can go on a road trip this summer."

"How about no." Devlin growled as he pulled the car into the Plumbers' Headquarters hanger. He climbed out of the car and retrieved his weekend bag from where he'd thrown it next to Kevin's case of beer. "Now, if you'll excuse me, Finals star tomorrow and I have to at least pretend to study if I'm going to scrape by with a grade my mother will accept."

He left.

Kenny, likewise, climbed out of the car but hesitated to follow his cousin into the living area.

Draining the last few drops of beer, Kevin crushed the can in his hand and tossed it to the recycling bin against the opposite wall (he did not make it in). He came up beside the boy and crossed his arms over his chest. "All this tension between the two of you is getting annoying." He said. "And your therapist doesn't seem to be helping."

The boy turned to the older man, flashed him a goofy smile that didn't quite reach his eyes and asked, "What tension?"

"Don't play dumb with me, kid. I never did have much of a tolerance for enabling other people's bullshit." The Osmosian replied in a tone that was somewhere between deadpan and exasperated. "When I first got out of the Void, you and Devlin were so close, I thought the two of you were gay for each other. Now you're acting like Tennyson and I did before we became friends."

For a moment, it looked like Kenny was about to object again. Deny that there was anything amiss between himself and his cousin. Instead he looked away, avoiding eye contact when he said, "Oh, no. We're not _both_ gay." A pause. "You're really nice, Kevin. But you can't understand."

Feeling slightly more like Gwen rather than himself in that moment, Kevin asked, "Why not?"

"He tried to kill me! Okay?" Kenny snarled. Turning to face the older man and glare up at him. "Look, I know you and my dad didn't always get along and used to be rivals or whatever, and I know you hurt a lot of people all over the universe, but has your best friend ever tried to kill you?"

"Well, yeah." Kevin blinked at the boy as if this should have been obvious. "Twice, actually. And I tried to kill him right back. More than twice."

Kenny stared up at the Osmosian as if he'd never seen the man before. Academically, he knew that Kevin used to be a bad guy and that he did terrible things, and while Kevin was doing those terrible things his dad was trying to stop him. But somewhere along the line his brain just dropped off the trail of thought that would have lead him to the obvious conclusion that one or both of them would have tried to kill the other at some point.

When it looked like the boy didn't quite understand, Kevin continued, "The first time your dad tried to kill me was just after I defeated Aggregor for him. I absorbed the Ultrimatrix and was a little crazy at the time. I, uh… I may or may not have absorbed one or more of our friends. Anyway, Gwen eventually saved both of us and we were cool. The second time was just after Devlin was born and came out… misshapen. I was doing what I thought I had to, to give him a human form and better quality of life, and Tennyson was doing what he thought he had to, to protect the universe."

"And you're still friends?" Kenny stared at him, disbelieving. "After he tried to kill you twice?"

"Of course! What's a little attempted murder between friends? Water near a bridge." The Osmosian offered a self-deprecating smile. "Besides, I tried to kill him way more times than twice! Five or six times before we even hit puberty, at least!"

Kenny thought back to Devlin on the Rooter's base. Newly mutated by his faux-Omnitrix. Bloated with power. Mad with the desire for more. Kenny would have died if he hadn't -literally- run into Kevin. "How did my dad survive?"

"He defended himself." Kevin said, again, as if it should have been obvious. The Osmosian reached into his pocket and pulled out what's he'd been carrying around since he found it in the boy's room. "With this."

Gaping slightly, mouth hanging open, Kenny stared at his faux-Omnitrix dangling from the Osmosian's hand. "That's my-"

"I found this in a place where it doesn't belong." Kevin informed him. He took the boy's bare wrist in his free hand and strapped the watch around it. Right over the tan line it had left there. "This is where it belongs."

Kenny looked down at his faux-Omnitrix, then back up at Kevin. "Most of the best aliens are locked, and it times out to fast." He informed the older man. "How am I supposed to do anything useful with this?"

"Look, I've got a lot of experience with Omnitrixes -Omnetrix _ie_ s?- and I can tell you, that this is almost identical to your father's first Omnitrix." The Osmosian informed him. "If you don't like the aliens you've got access to, or think it times out to soon, then hack the Master Control and change that."

Eyes suddenly shining with the glimmer of hope and new possibilities, Kenny gazed up at the older man. "You'll help me hack my Omnitrix?"

"Oh, hell no!" The Osmosian took half a step back. He learned his lesson already, he did not need to learn it again. Kevin cleared his throat and reminded himself that he was supposed to be an adult. "I mean that, that's something you have to do on your own."

"Oh." The boy looked back down at his watch, contemplating. "I see. Like one of those 'it won't mean anything if I don't earn it' sort of things."

"Yeah. Sure." Kevin shrugged. "The important thing is that you don't have to be afraid of Devlin anymore and you should get over whatever it is that's going on between the two of you."

Kenny looked slightly less enthused about that. "I, uh, I guess I'll try."

He returned his gaze to his watch and Kevin took that as his cue to leave. Popping the trunk, he pulled out the case of beer he'd bought for Tennyson and was about to leave the boy standing there in the hanger staring at his wrist when Kenny called him back.

"Ya know, Kevin," Kenny began, "I don't know if your advice will work or not, but you make it sound really good. If I grew up with you, I think you would have made a really cool uncle."

"Thanks, kid." The Osmosian nodded, awkwardly shifting the beer case from one arm to the other. "You would have made a- -an interesting nephew."

He left the hanger before their exchange could turn into an actual bonding moment and become more awkward than it already was. As he was putting Ben's beer away for him, he tested the title he almost had.

"'Uncle Kevin'…" It tasted strange on his tongue and sounded even stranger to his ears. "That kid is so weird."

…


	11. This is How We're Left

Disclaimer: I do not own Ben 10 or its sequels, spin-off and related characters. All is the property of Man of Action and Cartoon Network. I'm just borrowing them for some non-profit entertainment.

Growth

Chapter Eleven: This is How We're Left

Kenny sat up in his room. Just one more of many nights in which he forewent his beloved sleep in favor of self-induce insomnia. Only, this time, instead of staring fixedly at his closed door, expecting his cousin to pass through it, he was playing with his watch.

Ahem. That is, figuring out his watch.

Kenny hadn't 'played' with his watch since he was a child. An Omnitrix wasn't a toy -or so his father felt the need to remind him often.

Kevin's suggestion wasn't half bad, and the boy couldn't figure out why it had never occurred to him. To hack his faux-Omnitrix, to unlock Master Control and give himself unlimited time and access to all the aliens the watch had in his databank. It was the perfect solution.

A knock at the door distracted him.

Looking up at the door, Kenny's hands tightened around the watch unconsciously. "Who is it?"

It was late, Dad and the rest of the grown-ups would already be asleep. Well… maybe Aunt Gwendolyn and Kevin were still awake. But if they were, they wouldn't be interested in leaving their room to come and bother him. That meant there was only one person it could be on the other side of his door.

"Its me." Came Devlin's voice. "Can I come in?" A pause. "I'm still wearing my gloves."

As if those stupid gloves actually meant anything.

"I just thought… maybe we could talk?" The Osmosian continued.

"About what?" It was a clip of a question from Kenny.

There was another pause from the other side of the door. Then, "Are we really gonna take separate vacations this summer? I totally understand not wanting to go on a road trip with Kevin, but I always went with you when you had to stay with Aunt Kai. I just… I guess, what I'm asking is if I can still come too."

For a moment, Kenny was about to let his knee-jerk reaction of "No." slip through. Blurting out the first thought that came to mind was a sort of trademark of his. But he reigned himself in and instead said, "I don't think it would matter. Kevin will probably insist you spend summer break with him -on a road trip, apparently."

"I could not care less about what Kevin would want." Devlin informed him. The door knob jiggled and the Osmosian huffed when he realized it was locked. Kenny had been locking his door since the fiasco with the Rooters. "Look, could you just let him in?"

"I could. But I won't." Kenny informed him.

"Don't be like that." Devlin groaned. "I've said I'm sorry, like, a million times already. I promise I'll never try and absorb you again."

"Do you even know why I'm so upset?" Kenny asked in all seriousness.

A sigh. "Because I almost killed you."

Well, yes. Actually. That was the reason Kenny kept saying was why he no longer trusted Devlin. But after his talk with Kevin and learning that Kevin and his father tried to kill each other multiple times but were still friend, Kenny was beginning to question himself and whether or not that was really the core issue. Come to think of it, Cooper almost killed Aunt Gwendolyn and she and Dad had already forgiven him for it. _'What was a little attempted murder between friends?'_ everyone kept saying. Water near a bridge. And in a horrifying epiphany, Kenny realized why he was really so angry with Devlin. Why he was so fearful of him.

It wasn't the attempted murder. It was-

"You betrayed my trust." Kenny strapped the faux-Omnitrix back on his wrist and climbed out of bed. Crossing the room, he leaned against the wall next to the door rather than the door itself. "You did the one thing I honestly thought you'd never do."

There was a longer pause this time. "The one thing you thought I'd never do besides try and absorb you?"

Closing his eyes, Kenny suppressed a sigh. Placing one hand flat against the wall, his rested his forehead on it when he said, "I never thought you'd absorb an Omnitrix - _my_ Omnitrix."

That. Right there. That was it.

Devlin might never have met his father before a few weeks ago -maybe a month ago by now- but he knew what he was. Aunt Gwendolyn made a point of educating her son (to the best of her own knowledge) in his Osmosian heritage. His strength and his weaknesses. What absorbing different things would do to him. What absorbing an Omnitrix would do to him.

Thanks to being steeped in Aunt Gwendolyn's Anodite power for nine months in utero, Devlin had a higher threshold for power than his father did. He could absorb far more than Kevin could before the rush of power broke his mind and he went crazy. But the Omnitrix was the most powerful object in the universe. Kenny's faux-Omnitrix probably the second most powerful. There was no way any Osmosian -not even one with as high a tolerance as Devlin- could absorb that much power without going stark raving mad.

Devlin should have known that. He certainly got enough warnings about it grown up.

That was what Kenny was most upset again.

That Devlin knew what would happen to him but did it anyway. Why? Because he wanted to win. What kind of kriffing bullshit was that?

"I said I was sorry." Devlin insisted. "I also said I'd never do that again."

"Those are just words, Dev." Kenny informed him, crossing his arms over his chest in stubborn defiance -even knowing his cousin couldn't see the pose.

"Well, ya know, you betrayed my trust too." Devlin informed him.

"How?" Kenny demanded, voice dripping with skepticism. He couldn't remember having done or not done anything to Devlin that might be considered a 'betrayal'. Up until the whole absorbing the Omnitrix thing they were tight. As close as two people could be.

"Look, will you just let me in? This is not a conversation I wanna have out in the hall."

"Then go back to bed." Kenny told him, as if that should have been the obvious solution.

"Fine. We'll do this through the door." Growled the Osmosian. "I thought we told each other everything."

"We did." Kenny shot back.

There was a soft _THUNK_ against the door which Kenny assumed was the older boy resting his own head on the wood. Devlin heaved a sigh. "Kenny, I saw you. When I absorbed the Omnitrix, it did a weird thing to my sense. I could, like, see energy. Like heat-vision but not. I could see the power lines in the walls. They stood out, glowing like there wasn't a wall in front of them at all. And you- Kenny, if the cables in the wall glowed, you were practically radiant! Why didn't you tell me? I would have been cool, man. -Completely jealous- but cool."

It was all the younger boy could do to blink at the still closed door in incomprehension. "I have no idea what you're talking about."

…

 _"Dev, don't-" Kenny tried._

 _But the second the younger boy opened his mouth the moment was broken. Kenny blinked and Devlin tightened his hand over the faux-Omnitrix as he absorbed its power._

 _It was incredible. Different from anything Devlin had ever absorbed before. A strange cocktail of different life-energies and powers of various creatures, blended with the electrical and mechanical charges that allowed the watch to function. No wonder absorbing the Omnitrix always turned Kevin crazy. If a cheap knock-off-Omnitrix felt like this! What must the real thing be like…? Devlin lost himself in the sensation. Suddenly giddy -almost drunk- with the feeling of power that now coursed through him. …And he wanted more…_

 _A shudder passed through the Osmosian's body as his shape changed. One arm morphing from Vulpimancer to Galvanic Mechamorph tentacle. His face strained as his sinuses were once again displaced by his eyes changing shape and position. His jaw creaked as it changed from Ripjaws to Upchuck's. There was a sudden headache when Waybig's head ornament sprouted from his forehead and Snare-oh's bandages wrapped themselves over his back and around his torso._

 _Devlin's grip loosened on the other boy's wrist and Kenny jerked his hand way._

 _But more than just the physical changes that came along with absorbing life-energy, there was one other difference Devlin had never noticed before. With all the power already coursing through his body, his vision changed. He could see energy now. The cables and wiring concealed behind the walls glowed as clearly and brightly as if they were right before his eyes. Thin rivers of copper and gold flowing with electrical power. Warm and inviting. And Kenny…_

 _Kenny was a battery of energy all to himself._

 _Glowing in Devlin's eyes with star sapphire light. The energy of life -mana. Burning hot and bright, Devlin could almost taste him! He'd absorbed mana before, but the young Osmosian had never really taken the time to noticed just how deliciously intoxicating it really was. Pure energy. Pure life. Pure power. Anodite power!_

 _Kenny was an Anodite!_

 _And Devlin wanted it._

 _"Kenny… you've been holding out on me…"_

…

All Devlin's life, all he wanted was a power that didn't hurt others. A power that didn't transform him into a grotesque and misshapen monster. A power that didn't come from his father.

During some of his darker moments, he damned the universe for cursing him with his father's abilities and asked -demanded- why he couldn't have any of his mother's. Why couldn't he be an Anodite instead? Why did he have to be Osmosian. His body was full of so much mana, but all it did to him was mold his shape into the form of nightmares. It just wasn't fair!

And then he found out about Kenny.

"Why didn't you tell me? I would have been cool, man. -Completely jealous- but cool."

And all Kenny said through the door was, "I have no idea what you're talking about."

That really pissed Devlin off. (Not that it really took much to piss him off these days.) But the fact that Kenny would still deny it even after Devlin told him he already knew and there was no reason to keep hiding it. It wasn't enough that Kenny had been pushing him away all this time. It wasn't enough that Kenny abandoned him to face Kevin alone while the younger boy get smoothies with Ally. It wasn't enough that Kenny seemed to like Kevin a lot more than him all of a sudden. But the fact that he would deny being an Anodite right to his face! (Right through the door, technically.) Even after Devlin told him that he already knew. That was the last straw.

"Well, fine then!" The Osmosian snarled in frustration, throwing his arms up in defeat even though he knew his cousin couldn't see the motion. "Keep denying it. You're perfect and I'm a monster. That's the way its always been anyway! Go spend the summer with Aunt Kai without me! I bet you hate it after the first week!"

He stomped off back to his own bedroom.

Kenny was left in his own room still completely clueless as to what in the world Devlin was talking about.

And nothing between them was resolved.

…

END

(A/N: Yeah. That's how this one ends. No conclusion or resolution. Just melodrama. Guess I'll have to write another fic to fix them…)


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